Face Down
by grlwdgrntrk
Summary: Takes place before the war on Cybertron has started but Decepticon forces are active. A neutral femme is taken from her home and forced to be a Decepticon pet. She must learn to be strong enough to survive the mental and physical abuse.
1. Chapter 1

Face Down Chapter 1 

Hi everyone! I just want everybody to know that I am writing this fanfic with absolutely no knowledge of the Cybertronian world. I don't know the names of any locations and am only guessing with half of this stuff. I just want to write a story using transformer characters and hope to get some good reviews. So if you are a transformers purist who takes offense easily by people who have almost no idea what they are talking about, I suggest you hit that back button and find another story to read. As for everyone else.. Enjoy!

Burnout is a neutral femme; she is young, beautiful, and full of spark. Due to problems with her spark relatives she found herself in need of a job, not just for financial gain but just for some time to be away. Her beauty and youth were her assets when she came across a popular high-grade bar in need of a new server, they couldn't hire her fast enough. Burnout had acquired her name for her love of a good race, in her alt form she was a sleek four wheeled vehicle designed for quick acceleration, tight turns, and high speeds. The smell of burning rubber was always enough to make her cooling systems work over time.

"Pick up the pace Burnout! You're falling behind!"

"Sorry boss. That table wouldn't leave me alone!" The young femme huffed still flustered from some of the raunchy comments that had been directed her way. "I swear some of these mechs still act like revved up sparklings…" Complaining, she grabbed a humongous tray of energon drinks, balancing it pracariously with her hand firmly in the middle of the tray.

Ignoring wandering hands that were looking for a little more then a drink she began to pass out the intoxicating beverage, keeping a careful tally of the amount each mech had consumed. They would be charged accordingly, if someone didn't pay up, she would be sure to be able to put a face to the irresponsible mech and the problem would no longer be her concern.

Having nearly half of the tray handed out, she was about to take another pass through her section when a movement in the shadows caught her attention. She debated on ignoring the lone mech, hating that section for only the creeps sat there. 'Like those strange red opticed mechs who call themselves Decpticons.' She thought as she went ahead and made another sweep returning to the filling station to gather a fresh tray.

"Lets get this over with." She sighed and bee lined it to the shadowy figure.

Red optics flashed to meet her purple ones, she gasped and had to force herself not to look away. Only the strong minded can work in an environment such as this, the easily intimidated quit almost after the first night. Burnout did not think of herself as weak, even if she was a neutral femme and a small one at that.

"A drink sir?" She asked sweetly flashing the mech a smile that would have melted the spark of any other mech.

The Decepticon was silent a moment, Burnout was about to leave not having the patience for silly mind games. But then the Decepticon suddenly stood up, revealing his full height and advanced weapon systems, which every Decepticon that she had the unpleasant experience of encountering had shown off proudly with only intimidation in mind.

"For now." The mechs voice was low and the words were spoken for only her to hear. He reached down and gently plucked a glass from her balanced tray.

Having done her job, the femme quickly turned. She could feel his optics following her, scanning her no doubt. Wanting to see how his display had affected her internal wiring. She revealed nothing, not a nervous flutter of her spark, not even a twitch of an optic.

The night continued along with the high grade. A few fights broke out, one of which Burnout had the unluck of getting stuck in the middle of… It was small and quickly quieted, but she had still been forced to shove her way out using her empty serving tray as a shield, escaping the rampaging mechs unscathed.

Still feeling the prickle of unwanted optics watching her, she quickly escaped to the back. Shaken slightly from the close call, she didn't want to reveal any weakness. 'Why does it matter?' She thought to herself, 'Why does it matter that you want to look tough to a Decepticon? They see everything as weak and inferior. A little femme is no different, I have nothing to prove.' The femme jumped up on a table to sit for a few moments and stabilize her circuits before trying to return to the floor, as long as she stayed out of the way, no one would complain about her being back there.

"Burnout!" A concerned voice called from the entrance of the refill station.

"I'm back here Crossfire!" She called back to her friend.

The guard followed her voice to the back, concern etched into his facial components. He scanned her quickly, making sure she was free of major injuries.

"I'm fine Crossfire, not even a scratch, stop worrying."

The guard had taken a liking to Burnout, she appreciated the friendship and protection, but sometimes the concern was a little annoying. He could be way overprotective at times, taking on a 'big brother' type role.

"I just had to make sure, all of my sensors have been on high alert ever since that Decepticon walked in. I'd destroy him if I had half a reason to."

"And you don't, so stop getting your circuits in a wad. He hasn't done anything wrong but look imposing." Burnout hopped delicately off of the large table.

"Just be careful, please." Burnout nodded to her Autobot friend. 'What is this world coming to?' She thought, hoisting another tray. 'Everything used to be so peaceful, so happy.'

Burnout had been lucky enough to see Cybertron in all its glory, but maybe that wasn't very lucky for her. For now she also gets to witness the start of its demise. The Decepticons had not raised their true colors yet, but there was a lot of apprehension concerning the red opticed mechs and rare femme. Few knew where their loyalties lay, and even fewer knew that there was a war building; the rise in Decepticon activity was only a spark in a long chain of well-planned explosions.

Burnout made a few more passes, glancing over at the lone figure in the shadows every so often. Having not caught the mechs optics she didn't bother adventuring back over there. It wasn't until they were about to put a stopper on the ever flowing energon and Burnout was handing out her last tray, that she felt her sensors flare to life again.

The silver and green femme walked bravely to the dark mech, he watched every step of her approach. Holding up the tray for him to take a glass, she had to hold back an impatient sigh when he sat motionless. Setting the tray on a neighboring table she retrieved a large glass and went to set it in front of the annoying Decepticon. A large hand suddenly engulfed her tiny wrist, causing her spark to nearly stop; she almost dropped the serving mug.

"I do not want another drink." The mech growled.

"Sir, please let go of me." She was staring at his clawed hand as it held firmly. She could feel the restrained strength, although he was by no means being gentle. Jerking her head up to look the beast in the face she whispered, "Besides, there is nothing else that I have to offer." She released the drink from her hand, silently thanking Primus as the container landed correctly, not even spilling a drop of its precious contents. Yanking her arm away from the mech, who may have been stunned but was not revealing it in the least, she knew full well that he released her. She could have never been able to get out of a grip like that if he didn't want her to go yet.

Turning on her heel she made for a hasty retreat, but the mechs low voice stopped her. Not necassarilly his voice, but what he said.

"You are not afraid."

Burnout stopped and spun around, confused.

"You are angry, but not afraid."

Carefully making her way back to the mech she asked, "What are you talking about? I have no reason to fear you."

"Bravery in ignorance. You do not know who I am or what I am capable of doing. If only you knew."

"Well I choose not to know, I wish to remain ignorant. By the way, we close in half an hour. You have two drinks charged to your account." She was getting ready to leave when another voice stopped her.

"Burnout?" She looked in the calls direction; Crossfire was pacing over to her, a seething look on his face as he glared at the Decepticon behind her. "Is there a problem?" The Autobot asked, staring hostily at the red opticed mech.

"No. Everything is fine. We close in thirty minuets, I would like to get out of here early if I can." She glanced over at the sitting shape in the dark. 'He is listening to everything. Storing every detail for future use, whether the information is useful or not.' Quickly dismissing the chilling thoughts out of her processor, she gave a weak smile to Crossfire and began to fulfill her closing duties

The following fortnight went smooth and uneventful. Crossfire had begun to unwind and had even graced himself with a night off, but he had still made sure that he stopped by the bar to check that everything was quiet.

Burnout had almost forgotten about the Decepticon who had come in that random night, almost. Whenever she would make her way home from work she always had that fritzing feeling that someone was watching her, someone with unkind optics. The presence of a strange street racing gang did little to ease her paranoia. Although they had not caused any harm that she knew of, the group was definitely intimidating. Two or three at a time would pass extremely close at ridiculously fast speeds causing one to nearly jump out of their body work if you weren't paying attention.

On one such occasion, one of the mysterious Cybertronian vehicles had pulled up beside her, revving his engine challengingly. Any other time and any other vehicle she would have been more then happy to oblige. These guys took their hobby just a little too far for her liking though. Slamming into each other to knock other racers off of the road, not to mention every part of their bodies were designed for fighting and going fast. That was the night she had realized that they were all Decepticons, she had sensed it before but didn't wish to jump to conclusions.

Not able to rid herself of the feeling of paranoia and not wishing to trouble Crossfire she simply swallowed her worries and took on her own plan of action, or more pricisly, evasive action. Every night she took a different route home. Some nights she didn't go home, paying a visit to a friend or relative. Other nights she would backtrack, stop and run a few errands before retiring. She could only hope that it would be enough, she could only pray that she was simply being silly and over cautious, that no Decepticons were really after her.

"That puny femme is fragging difficult to follow." One of Barricades scouts was complaining. He had returned from his assignment, early. "She knows these streets better then all of us combined, she must know that we are on to her. Why else would she waste so much energon running us in circles?"

"That is not my problem." Barricade growled, not pleased in the least that his scout had failed at such a simple tracking mission. "You had better get your glitched up aft back out there and start programming every street corner and intersection into that short circuited processor of yours." Barricade stood up from his seat where he was reviewing delivery routes and maps, activating his plasma ray. "Don't even think about coming back until you can successfully track that femme, no matter how evasive she may be."

The scout fell over himself in his haste to be out of his leaders sight. The larger mech sat back powering down his gun, resuming his original task.

"Sir, may I ask a question?" Barricade felt his cooling system kick in, he was not a patient mech.

"Ask, I will see how I feel about answering it."

There was a brief moment of silence as the insubordinate debating on risking a possible snap in their boss's limited patience. Curiosity won out.

"The femme. What is her importance? She is weak and I see no use for her."

Barricade pondered the question, what was her importance? He debated on even gracing the mech with an answer.

"The femme has no importance what so ever. She is a mere tool to keep the boys occupied while we remain here. As you have noticed they still have a lot to learn before I feel they are ready to be tossed into the ranks of Lord Megatron's own forces. Besides," He paused and looked over to his second in command. "She is easy on the optics and I would like to have a little souvenir to take with me back home." He gave a heartless chuckle before returning to his endless stack of data logs. He liked souvenirs.

All right, there's chapter 1 of my sorry excuse for a Cybertronian based fanfic. If any one would be so kind and inform me on the terms used to describe the passage of time on Cybertron. I know one is like a vorn or something, please share! Also, I need a name for a popular city that Burnout could be from, and a location for the main Decepticon base where Megatron will be headquartered. Your reviews will be greatly appreciated, flames will not. I do enjoy constructive criticism though. And any tips to make this sound more authentic would be great.

Happy writing and reading to everyone!


	2. Chapter 2

Face Down Chapter 2

I want to thank my wonderful reviewers Khareesa and Violet Light. It's reviewers like you that keep our fingers typing!

The only part of this story that I own is the story line, Burnout, and Crossfire.

Burnout had been having a great night. They had a full house and the drinks flowed steady. She had participated in a drinking game, to the amusement of every mech in the vicinity. They were too drunk to notice that she was only chugging a much less potent form of their energon drinks. After the game, which she won, the patrons of the bar begged her for a song. Anyone who knew of Burnout at 'The Rusty Lug nut,' knew that she could dance and sing a great jig. Soon the whole bar was standing, clapping their hands and stomping their feet. Some where slurring the few words they knew of this particular rhythm. She was having a great night until closing, when twenty mugs of high grade that she had passed out in her section were found to be unaccounted for.

The missing drinks were a common problem, a common problem for someone who was new at the job and inexperienced. Someone like her who had worked at the bar for a few years now, it was just plain embarrassing. So now she had to sift through all of the data that she had collected that night and see if she could put a face and possibly a name to whoever decided to walk out without paying that night. If she couldn't place the mech by her next shift then the funds would have to come out of her own personal account.

The femme was so involved in her thoughts she failed to notice a dark vehicle pull up beside her. It stayed steady on the edge of her blind spot, but even so, if she had half a processor focused on her surroundings, she would have easily noticed the mech.

Another vehicle zoomed in from behind her, revving its powerful engine loudly, shaking her from her thoughts. A quick scan and she realized she was surrounded; a third vehicle was behind her egging her on to pick up the pace. A moment of panic washed over her, quickly replaced by anger, a common bipolar type trait shared by most femmes and small transformers.

"You want a race?" She growled to herself. "You've got one." Living up to her name, she spun her tires. The screech of tires was the Decepticon racers only warning before the quick femme shot off. She hadn't raced at all since the strange group showed up in her town; they hadn't expected her to react like this. Hard pressed to get past their shock and catch back up to her, they pushed their engines harder then they have had the enjoyment of doing in a while.

Seeing that she may have half a chance at escape, Burnout quickly shot down a side street. She knew that it would loop around and come out at the intersection that the vehicles had ambushed her at. With any luck she could go back the other way and get back to the bar, she knew her boss would still be there.

Too bad the Deception's had completed their homework with high marks; they knew exactly where the devious femme was heading. Sending out a signal to their comrades, a road block was quickly set up.

Transferring her sight behind her for a moment to check for pursuers, Burnout saw the blockade a moment too late. Knowing that she could never stop in time at the high speed that she was traveling at, not to mention stopping now would destroy any hope of an escape. She gunned her engine and aimed for the largest gap, which was still only half of her width. Momentum was the only thing that got her through, and she thanked Primus that she still had a functional front end. Working the tires and transmission, she quickly stabilized her out of control body, trying to ignore the disorienting feeling that always resulted in a collision such as that. She saw a clear direction and shot down it, thankful that the blockade was too shocked to pursuit immediately.

The three Deception's that had made up the blockade had not expected this sort of fight from such a small femme.

"This is ridiculous." One growled as he shot after the destructive transformer.

"Time to end this." The other replied.

The third Decepticon didn't add any comments; he had taken the blunt of the little femme's collision. His pride was badly damaged that the femme was still functional enough to start the chase back up. His front axle was far too damaged to safely continue the pursuit. "If she lives through this night, there will be slag to pay!" He growled, limping away to lick his wounds.

Careful to keep her sight ahead of her, she pushed herself hard and used every evasive movement she could think of to keep the other vehicles guessing. She could do nothing though as the warning signals began to beep in announcing that her energon was running low and a recharge cycle was needed. She was not a battle trained warrior; she didn't have an innumerable amount of recharge cells.

She quickly turned down a side ally; the ache in her shoulder was becoming something more as exhaustion was setting in. Transforming, she assessed the damage, sending a signal out to Crossfire. She hated calling for him on such a public frequency, the Deception's would most likely pick up on it, but she didn't have any others programmed. As mentioned before, she was not a fighter, or a part of any special forces, she didn't need any of those upgrades.

"What's up Burnout, wasn't expecting you to still be about?" Crossfire's smooth voice responded to her call.

"I'm in trouble, her are my coordinates." She quickly silenced the communications link; she had to stay focused on her surroundings.

Peeking around the one of the buildings that made up her place of hiding, she saw a dark vehicle slowly approaching. Her spark nearly stopped, but she was careful to mask her fear as best as she could, they would only find her faster if she started having intake problems now. She waited as the search car passed, swearing that it hesitated out side of her hiding spot, but to her relief it continued past. The seconds ticked y like hours as she waited a few more moments before emerging. Walking in the opposite direction that the car had gone, she walked as silently and quickly as she dared, not wanting to catch anyone's attention.

Dashing behind a corner, she shifted into her alt mode once again, sending a quick note to Crossfire that she was on the move. Quick to shut down the line, the less that was said the better. She accelerated slowly, trying to look as inconspicuous as possible. She drove cruised down the street, every one of her few sensors on high alert.

Somehow sensing their presence before seeing them, Burnout quickly gunned her engine, narrowly avoiding getting squished between two Decepticon vehicles as they made to crash into her on opposite sides.

"Lucky little glitch!" One roared as it sped after her.

"They're not playing around anymore." She whispered frantically to herself, as the distance between her and her pursuers quickly closed. Thinking fast, she thought of an idea that was so crazy it might just work. Locking her tires and spinning around to face her followers, she gunned her engine again. "How about a little game, see whose got the bigger lug nuts?"

Tearing forward, she ignored everything except what she was going to do when they didn't back down, and aimed straight for the two Deception's. A moment before impact she changed into her anatomic form, using her momentum to spring over the vehicles. Knowing full well she did not posses the necessary reactions or coordination to change back into her alt mode before hitting the ground, Burnout prepared herself for impact.

All thoughts of landing were quickly pushed away when she felt herself being neatly plucked from the air; obviously her evasive maneuver had been predicted and countered. With a solid impact that shook her entire frame, she found herself restrained in the arms of one of the mechs she had been trying to avoid. The lumbering Decepticon only laughed when she tried to free herself of his restraining grasp.

"Where ya tryin ta go, little femme, ya stuck with us now." The mech laughed again, joined in by the other one

"Why are you doing this?" Burnout asked in a tight voice still straining against her captor.

"That's a good question. We're just followin orders; Boss says that he wanted a souvenir for the trip home."

"Put her down." A deadly calm voice sounded from not too far away. Burnout strained to see where Crossfire had come from.

"Oh look! It's an Autobot. Have you come to play too?"

"You don't need her, just let her go. We'll solve this without putting an innocent femme in the middle of it."

"I don't think so Autoscum, I have orders to follow, and the femme stays with us." The Decepticon studied the Autobot. I coward by nature the mech was hesitant about taking Crossfire on without his friends around for back up. 'They'll be here soon, they can take him on.' "We could use you as target practice." Threats were safer.

Burnout gasped and doubled her fighting efforts, catching her captor off guard.

"Get back here you little glitch!" He snarled scooping her back up and strengthening his hold. She gasped in pain, her chassis felt like they where going to buckle under his grip.

Battling for her freedom had given Crossfire a chance to attack the Decepticon and the firing of weapons caused her to stop struggling.

"Primus!" She gasped as the two mechs subspaced their weapons and took each other on hand to hand.

"Optimus would not be pleased, Autobots never strike first. Your friend has broken code." Her captor chuckled. "But he doesn't need to worry about punishment, he will not last the night."

Burnout would have screamed in anger but the sound of approaching engines caused her to look around. The rest of the gang was pulling up, reeking with battle lust.

"Crossfire get out of here, they are going to destroy you!" Her voice cracked in fear and despair as another Decepticon advanced on him.

Crossfire either did not hear her or chose to ignore her plea. He did not so much as hesitate as more red opticed cons jumped into the fight; he fought on as if possessed, taking on a fourth even fifth Decepticon. Only when a sixth enemy joined did the courageous Autobot fall to his knees.

"Crossfire!" Burnout wanted to look away, couldn't bear to see the pain on his face, but what tore at her spark the most was the look of utter defeat that scarred his normally confident features. A memory from a very long time ago suddenly resurfaced onto her main hard drive.

"_What's your name?" _

"_Burnout."_

"_Oh, you're the new serving femme. Everyone has been excited to meet you, said you're a real knock out."_

_Burnout smiled, trying to hide her nervousness._

"_I'm Crossfire, one of the guards." He extended his hand and gently shook her delicate one. "I'm here just about every night." He looked at her a little more closely. "You seem nervous." _

The shy femme nodded her head. She had never had to work before, this was her first job and she was unfamiliar with environments such as this. "I've never had a job before, and I don't think I've ever stepped into a bar." The femme explained to who she hoped would be her new friend.

_The larger mech dropped a reassuring arm around her shoulders. "Don't worry kid, if any of those slagtards bother you, just come to me."_

_Burnout laughed at the mechs vocabulary, this was definitely going to be a new experience. _

_On a more serious occasion, when the femme had been caught up in her first bar fight, Crossfire had stuck to his promise. Destroying a table that had been flung through the air before it could crash onto the retreating Burnout's back. Once to safety and the situation calmed, Burnout had thanked her guardian profusely._

"_I've got your back, remember? I'll go off- line before I let anything happen to you."_

Now it was happening… 

With a burst of strength she didn't know she possessed, Burnout managed to tear out of the Deception's restraining arms.

A scream tore through her vocal processor as she ran directly at the group of Deception's still picking on her friend. Thinking only enough to remember to use her undamaged shoulder, she smashed into one of the unsuspecting mechs, managing to get close to their victim she sank down beside her beloved Crossfire trying to shelter him from farther damage. Just looking at him she knew he was fading, energon was all over the ground and he was limp with pain and exhaustion.

"Crossfire." She whispered.

"I'm sorry kid." He paused, having trouble speaking. "I couldn't keep you safe."

"Don't say that, you have done an amazing job. I never asked for this." She would have cried if she knew what the action was, but tears do not form in a body made of metal. She wanted to tell him everything, that deep down she had wished to be more then just good friends with this mech. That she cared for him more then she ever admitted to in the past. The grief and regret for never making more out of their relationship tore at her spark. Touching his face she watched as his optics dimmed and became nothing but pools of impenetrable darkness.

"How sad." A familiar voice spoke from behind her. Gently setting Crossfire's head down, Burnout slowly stood up shaking. Her eyes narrowed in anger when she took in the sight of the Decepticon.

"You! This is your fault!" It was a guess, she really didn't know if this mech was the cause of all these horrible events, but she had a hunch. She stormed up to the largest Decepticon of the group, standing in all of her 12 foot glory; she glared at the hated con. She hardly reached his torso, but that mattered little as a wave of emotion washed over her small body.

"Why did you have to kill him?!" She screamed, shaking.

The creature shrugged its broad shoulders, "Practice."

"You evil!" She launched herself at the beast, "Scum of the planet!" She began pounding on the mechs chest, "Heartless, pit spawned!" Clawing at anything she could get a grip on, pain and confusion seeking to destroy her. "Slagger!"

With another scream she dropped her hands to her sides, panting. A heartless laugh met her audios. Her arms were heavy; she was tired, oh was she tired. In need of energon and recharge, that last burst of energy to get to Crossfire had done a number on her limited reserves. Warnings were beeping, her processor was threatening to power down.

The grind of metal joints shifting caught her attention, the Decepticon she had just attacked, the same one that she had seen in the bar not so long ago, sank down into a squatting position to be optic level with her. She refused to look at him though. Stifling a gasp, she was forced to reveal her purple optics to his red ones, when he reached out and grasped her chin.

"Burnout is it?" He asked looking into her expressionless face.

"Wouldn't you like to know?" She growled.

A hissing sound escaped his fanged mouth, "So defiant, you still do not show any fear, pretty impressive for one so small." He dropped his massive hand from her face, she didn't look away.

"Why am I here? Why did you kill my friend?" She repeated, anger adding venom to her words.

"Wouldn't you like to know?" The mech replied, staring at her. After a moment the con went to get up, but his answer wasn't good enough for her. Without thinking, she curled up her little fist and slugged him right in the face with everything she had.

"You fragging little glitch!" The mech roared, and before she even completely comprehended her action, she felt her body go air born, crashing into the side of a building. Gasping in pain, her shoulder going from painful to excruciating, she tried to sit up but the effort was just too much. She wanted to keep fighting but the darkness that was threatening to overcome her was just too tempting.

"Stupid femme." A rough voice cackled above her, looking up her vision blurred and doubled. "You're lucky that Barricade is in a good mood, normally he would have saved the hassle and simply deactivated one like you."

Burnout was not used to this much pain, stress, or physical exertion. Her body was already shutting down, systems were off lining left and right, and she could see the world around her fading. 'Maybe this is how Crossfire felt, maybe I'm dying too?' She thought as a swell of peacefulness overcame her. But as the leering Decepticon reached down, purposefully extracting her by her injured right arm, all peacefulness was swept away with exploding pain. Letting out a small shriek she quickly fell into horrible darkness.

A/N There' s chapter 2, hope everyone likes it! I'm still doing research whenever I can but I have limited access to the internet. I only get like 50 min at a time cause I have to use the library's computers... It sucks. Maybe one day I will move up in the world and actually get a computer with internet. But any how, thank you for reading!

Happy Typing!


	3. Chapter 3

Shout out to all of my wonderful reviewers! Project virus, Violet Light, Khareesa, Hacker Catcher, Ashalyn, and Master of Minds!

Face Down Chapter 3

Burnout slowly came back online. She felt like scrap; Rusty, useless, scrap. Before opening her optics she performed an internal scan, she was still in need of more recharge, but at least she had half charged. Energon levels were still low, but her shoulder felt better, slightly.

Opening her optics she glanced at the injury and was surprised to see a mediocer patch job. 'It's better then exposed wires.' She thought, 'the rest will heal on it's own.'

Looking around she observed that she must be in some kind of storage room. Boxes and crates where staked all over the place, some in neat towers others scattered haphazardly.

Shifting into a more comfortable position, the clink of chains caught her attention. Looking down she realized they were attached to cuffs on her wrists. Sighing she followed the links with her optics, they led to a very solid bolt in the wall. She was chained to a corner in some kind of storage shed, life just kept getting better…

Sighing again, she leaned back heavily on what she thought was a solid wall but turned out to be an unsteady towed of crates. With a shriek of panic she rolled into a fetal position to protect her cranial processor and sensitive internals as the world exploded around her. It felt like orns before all was silent again.

The femme slowly sat back up, dust completely covering her and filled the air heavily causing her olfactory sensors to tingle. An odd electronic sneeze erupted from her intake.

"You're gonna be trouble aren't you?" Someone asked from behind the dissoriented femme. A hand grasped her firmly by her skid plate, roughly plucking her from the carnage.

"I- I didn't mean-" She stuttered seeing how big of a mess she had made.

"Mute it." The opposing mech growled as he unlatched the chain from the wall, Burnout's small feet were dangling above the floor.

He began to carry her away and out a door, "I can walk you know." She stated, slightly annoyed that he was carrying her around like some pathetic piece of junk, or a pet he had found.

The mech obliged, dropping her. She landed heavily on her hands and knees, the chain attached to her wrists clanging loudly around her. Laughing the Decepticon brought his foot up and nudged her from behind causing her to sprawl out uncerimoniously.

"But you're not very good at it!"

The embarrassed femme carefully regained her footing, weary of any more unnecessary prodding.

'What a bunch of overgrown sparklings, nothing but grown up playground bullies.' She grumbled inwardly to herself. She followed the mech as he led her out of her temporary prison, not that she had much of a choice with him holding the end of her lead. She looked around curiously once they were out of the storage room. Nothing but dark hallways with many unidentified doors. She had absolutely no idea where she was, and the overwhelming feeling of helplessness came over her.

"Can I go home yet?" There was no use asking, but she felt that she needed to say or ask something, anything to fight away the silence.

The mech stared down at her, possibly shocked by the bluntness of her question. "Sweetspark." Burnout cringed internally at the word; That phrase just sounded wrong coming from the vocals of a Decepticon. "You are home."

She continued to look around in disgust. "So where are you taking me?"

"If it were up to me, I would be taking you to my personal quarters, a lesson or two I have to teach you." Burnout gasped and stared daggers into the Decepticon's back, but he didn't notice. "But Barricade wishes to see you, so our time together will have to wait."

At this point they had reached a large door at which the perverted mech promptly pushed a button.

"Blockade reporting, I've got the femme." The Decepticon explained in a voice that was much more professional mannered then what Burnout had just heard.

The door clicked and hissed open. Pulling Burnout along they entered the room, she hid behind the hulking form named Blockade, not wanting to expose herself to Barricade if she didn't have to.

"Thank you Blockade, your duties are done for the night."

Said mech turned and stared down at the cowering femme, a smile ever so slightly forming on his face plate, and by no means a comforting one at that.

She watched as he left the room. The door sliding shut and to her horror, a locking mechanism snapping into place. No escape, no hope for a rescuer to enter. No, not for her, no one probably even knew she was missing yet.

Silence.

Careful not to rustle the chains that were still attached to her wrists, she looked around the large room, deciding that it was a type of office. Her optics caught movement in the shadows behind a desk, Barricade. She was afraid now. She didn't have the energy to be brave, she didn't have the fuel or stamina to fight and run; what little good it would do? All she could do was stand there and let her spark pulse uncontrollably.

"Come," the dark mech commanded, lifting a clawed hand and signaling her.

Slowly and as silently as she could she gathered up her tethers and walked to what felt like her doom. Delicately sidestepping a weapon that had to be as big as her arm and probably weigheds as much as her, each step taking her closer to the awaiting Barricade.

Stepping up next to the large desk only a few heads shorter then her, she waited for the mech to say something, anything. But nothing happened. The weight of the chains was becoming overbearing. She decided that she needed to do something, not just for the heavy chains but the ongoing silence. Lifting her arms up and out in front of her body, she released the heavy cargo.

The noise was louder then she had anticipated, causing her to jump. The silent mech didn't even flinch, but instead gave a hollow chuckle.

"You don't like being ignored, do you femme?"

Burnout stayed quiet, unsure what the Decepticon meant. Quicker then her optics could catch, Barricade slid off of his perch, grabbing small Burnout by her slender shoulders. Pulling her to him so they were faceplate to faceplate.

Thinking that she was about to be torn into lifeless shreds of scrap, Burnout cringed and clamped her optics shut, a whine escaping her vocal processor.

After the explosion of movement though, nothing happened. Carefully she opened her optics back up, painfully aware of Barricade's grasp on her shoulders. The sight that met her would haunt her recharge cycles for the rest of her natural life.

Piercing red optics above a snarling mouth, so close that all else was blocked. She couldn't divert her sight anywhere, his face was just so close. So close she could feel the gentle air passing through his intake systems.

"Fear. You still do not emit the amount of fear that mechs double your size with five times the firepower show when confronted by me. Is it courage or stupidity?"

Burnout gaped at the mech unsure if she was suppossed to answer or not, she was still lost in the red optics, a cold feeling clutching her spark.

"Answer me!" He growled, giving the femme a rough shake to emphasis his point.

Burnout stuttered a moment. "A little of both, I think." She squeeked.

"Explain." He still hadn't moved an inch out of her 'comfort zone.'

"Well, I..." She was completely disoriented. "As I stated before, in the bar. I do not know you. That lack of knowledge allows me to not fear you. I am programmed to be courageous, most femmes are. I have to be to make up for my size." She probably could have gone on, but the mech had lost interest.

Barricade stood up and reached behind her causing the femme to flinch. Grasping the place that Blockade had lifted her by previously, Barricade copied the movement setting her on his desk. Pulling out a ring of keys, he selected the one that he wanted and began to unlock the cuffs on her wrists.

Burnout watched him with interest, feeling that her survival would depend on her becoming familiure with his moods. She noticed something that she had missed while he was point blank in her face. His right eyebrow ridge was dented and the optic didn't open as wide or shine as bright as its neighbor.

One hand free she reached up without thinking to touch the damaged area. 'Did I really cause that much damage?' She inquired to herself. She had never punched another being out of anger, playing around yes, but not to hurt. She was amazed that she had actually put a dent in his armor.

Barricade shot a hand out and snatched her own before it could make contact with his injured face. "I will put these back on," he threatened, grabbing her other hand firmly.

"I'm sorry, I just-" she paused. "That was from me?" She asked, pointing her chin to the dented eyebrow ridge.

Barricade was speechless for a moment, an apology was unexpected. He was more accustomed to groveling. But this femme was thoroughly amazed that she had left a tiny dent on his faceplate, and felt bad about it!

"Yes, you did that. You're lucky I simply didn't deactivate you then and there."

She looked at him bemusedly, her eyeridges furrowing together.

"Why didn't you?"

"I enjoyed watching the chase you started, thought it would be more fun to keep you around."

"More fun?" Burnout repeated, "What's that supposed to mean?"

"We will have to find out. There is a long journey ahead of us, you have yet to prove just how entertaining you can be. Prove if you were worth the trouble."

Burnout felt her fluid lines go cold and her heating systems kicked in noisily, Barricade smirked.

Turning away from her, the mech began to take out data logs, open files, and spread out maps, busying himself and pointedly ignoring the femme sitting ever so deliciously on his desk. 'If only she showed more fear,' he thought as he reviewed the route that he had picked out for him and his unit. 'I wouldn't be reviewing maps and working on schedules.' He graced the femme a sideways look. She was sitting perfectly still, looking away from him. He studied her delicate features, disgusted at how worthless every part of her body was for battle, but at the same time enjoying it for she was his.

Although he was a ruthless killing Decepticon, he was still a mech, and mechs thoroughly enjoyed looking at the fine curves of a young femme. How much more he would enjoy having her pinned beneath him in his personal chamber.

Feeling optics on her, Burnout looked over at the silent mech, surprised to find him staring so intently at her. "What is all of that stuff?" She asked timidly, trying to draw his attention elsewhere.

"Nothing that a little femme like you would understand."

Burnout bristled, she was sick of being insulted. "Just because I'm little and a femme, doesn't mean I lack a processor! I've just never been interested in all of this silly was scrap that every mech I know is so involved in. There are more things to live then destroying things."

"Like what?" Barricade was pretending to be interested, he found her anger amusing.

Burnout didn't miss a beat. "Nothing a big mech like you would understand." She threw back, crossing her arms and setting her chin. A husky chuckle met her audio receivers, causing her to look over at the mech. She did not get the reaction she had hoped for.

His face made her nervous, it looked like how some of the patrons of the bar would get after a few too many high grades. Some would start getting a little too interested in the serving femmes. They were usually promptly thrown out by Crossfire or one of the other guards. But Barricade was not drunk and there were no guards to save her.

"I should take you right now." Barricade whispered, his voice full of malice and want. It had been a long time since he had spent any time with a femme, the presence of this one, so defenseless and pure was overwhelming.

Burnout thought her processor was going to meltdown, her circuitry was already beginning to fritz in fear, provoking the excited mech more.

"I can smell the fear now, I knew it was inside of you somewhere. I just had to know which button to push to activate it." His voice was velvety soft but as comforting as sandpaper.

Burnout attempted to leap off of the desk, wanting nothing but to get away, she was quickly grabbed by hungry arms. Letting out a strangled cry when hands delved into sensative areas that she thought of as private. 'This is not how I planned to share my first interface!' Her inner voice sobbed. She sounded another cry and shut her optics when she was roughly lifted and pressed against a wall. Waiting, but for what, she did not know.

Before anything could get started though an alarm sounded, causing Barricade to snarl in frustration and spin away from his victim.

"Those Primus forsaken slaggers had better have a good reason for this!" The mech cussed, slinging a chair out of his way as he made for the door.

Burnout slid to the ground, her legs not supporting her weight. She felt numb, cold, empty. Nothing had happened, but more was to come, that was for sure. Unless she was saved, but she wasn't even counted as missing yet. Her shift didn't start for another four hours. No one except Crossfire knew she was missing, and Crossfire was deactivated.


	4. Chapter 4

Thanks you guys for all of your support! I didn't think this story would get so popular; I had let it collect dust in my computer for a while before finally deciding to post it! 

Here's the shout outs! Master of Minds, OptimusxElita4ever, Elita One, Fae Child19, Khareesa, and Hacker Catcher. Thanks again, you're what makes my fingers keep typin!

Face Down Chapter 4 

It had been a week since her capture and help had not come. Burnout couldn't even be sure that anyone was looking for her; she had heard nothing from the outside world. It was as if she was nothing, nothing but a forgotten spark. Feelings of abandonment hurting more then anything else; and believe me there was a lot of hurt.

Burnout quickly learned the true meaning of pain, never in her young life had she experienced anything like this. The physical pain was bad enough, the emotional and psychological abuse nearly broke her that first group of days.

The femme was strong though, she had a strong will to survive and fight back. Maybe not with fists or weapons but with small victories. An unnoticed oil spill in a dark but commonly traveled portion of the hallway. An important communications wire somehow severed only hours before an even more important meeting. Misplaced equipment that would somehow end up in another cons quarters, resulting in feuds. Little things that brightened her day because she knew whom the culprit was, while no one else had a clue.

Depression had enslaved her for only that first week. She had been bitter and sad; she hated herself and everyone she once loved. But nothing described the hatred she felt for Barricade. Thoughts of deactivating the mech were never far from her data flow. Only the anger seemed to only make her more enticing, the mech seemed to only want her more even after he had caught her pouring a crystallized toxin into his morning energon. He took off duty that day to teach her a lesson.

They remained stationed at the abandoned warehouse for not a day longer then a month. She had no warning that they were leaving, just a rude awakening in the middle of the night. She had no possessions so the hasty departure wasn't that big of a deal, but either way some forewarning would have been nice. The group moved quickly, with no thought to being quiet. They were Decepticons they feared nothing. Burnout had allowed herself to hope that maybe someone would see her amidst the evil group, but as the roads opened up around them and the stars shone bright, she realized that to hope was a waste of data flow.

Was it her stubbornness that made Barricade wish to keep her around? Her will to live and fight back even when she was pinned face down, tied up like an animal. She never gave into the pain, the threats, or the fear. Her stubbornness would not allow her to, thoughts of deactivating herself never even brushed her processor. Maybe it was all of these qualities that contributed to her captors interest, he enjoyed the challenge of trying to break her spirit, of dominating her. Maybe that was why he hauled her around on that excruciating trip to the middle of nowhere. To Megatron.

They had arrived at the Decepticon main base late in the night, everyone was exhausted, and they had gone nearly two days straight through, no stops, wanting to get the last leg of the pit spawned journey over with. It had taken them two weeks all together to get to the isolated location. Burnout hadn't even registered their arrival; she had been nearly off line. In a rare act of tenderness Barricade had carried her to their assigned quarters, although he deposited her roughly to the floor upon entry. Burnout hadn't even bothered to try and find a more appropriate resting spot, she was just too slagging tired.

--

Later the following day, Burnout was alone and locked in when she had awoken, still on the floor. Now she sat in a chair, feeling more energized then she had in a long time. She had found a supply of energon that was rarely left lying around in her presence and took full advantage of the opportunity to feel a little refreshed, whatever the consequences might be. Noise caught her attention and she looked up in mild surprise as the doors hissed open revealing Barricade.

Stepping into the recharge chamber he ran a quick scan, making sure everything was in order. He had grown just a little cautious around the femme; her assassination attempts could be mildly impressive at times. His gaze fell upon the neutral, 'if looks could kill.' He thought, a malicious smile playing on his faceplate, 'I would have been deactivated that first night in the bar.'

Burnout imagined taking a magma coated pipe and delving it into his disgusting optics, but the scornful look did nothing to throw off her Decepticon master. He simply advanced on her, hunger seeping from every crevice of his revolting body. Grabbing her by her delicate chassis, pinning her possessively against his chest.

The femme had come to realize many things between good and evil during her stay with the Decepticon population. One of those differences was the inability to share. Nothing made Barricade more spark shattering mad then the thought of someone else getting a hold of her. She understood now that someone who was truly evil would rather destroy the object of his or her interest rather then risk someone else possessing it. She had dealt revenge on other cons by using this quality against each other. Witnessing Barricade rip apart a few subordinates just from her placing the thought of them wanting her into his twisted processor. Blockade being one of them.

'Does that make me just as bad as one of them?' She had thought, 'Does that action make me a killer? It was not my hand that dealt the damage, but it was my words that signaled for it. Am I turning into one of them?' She had vowed to herself after that, to never be the cause of another ones death. Good or bad.

"I would take you right now if there were not more pressing matters." He whispered into her audio receptor, "I will return before this night is over and will be expecting you to be waiting." The femme allowed herself to be tossed back into the chair, nearly tipping it. She had learned a long time ago that it was easier and less painful to remain relaxed in his grip.

"Until then, you are free to do as you please. But, I advise you to stay out of the way. Mechs around here are not as forgiving as I."

Burnout almost laughed at the statement, 'forgiving my aft.'

"I would hate to see you try to escape, you're already a waste of metal, but after the guards get through, your body wouldn't even be worthy as scrape." He knelt down and brushed a hand along the side of her faceplate, there were moments like these that she would dare to allow herself to believe. 'Maybe, just maybe he has a spark capable of loving.' But the moment would be shattered, for she would move wrong or he would just feel like it and turn that gentle stroke into a solid backhand to the side of the head.

"Maybe not a total waste, at least you're pleasing to look at." He stood, gave her one more sweep with his optics and left.

"Free to my own devices." The small femme thought out loud, "This could get interesting."

--

The long trek over to the Decepticon headquarters had been a learning experience for Burnout, in more ways then one. Barricade's 'lessons' were one thing; she turned a new data chip by simply observing the other Decepticons in the group.

They had joined up with another Decepticon party heading in the same destination. One of the members was a mech almost as small as her, Frenzy. He was a devious creature who she had originally believed to be short-circuited at first. He would chatter aimlessly on and on to absolutely no one.

One night she had managed to slip away from Barricade, it was a rare occasion that he recharged deep enough for her to lift his heavy arm off her, she took the opportunity for what it was worth and slipped off into the night. Not trying for an escape, then she surely would have died, alone, and cold. Curiosity about the other Decepticons guided her steps.

She caught Frenzy hacking into a recharging mech who had been put in stasis lock so that the small mech could perform his sabotage. Somehow she had outmaneuvered him with words. Threatening blackmail, she talked the peculiar creature into teaching her his art of tinkering with wires, and the inner workings of computer and transformer alike.

He had her help finish the rewiring of the stasis locked mech which in the morning realized a moment too late that his integrated gun had been reversed to backfire and shoot the owner instead. Cons learned quickly not to piss off Frenzy, and Burnout had made sure that she watched her own back carefully in case the insidious mech decided to go after her. But to her amazement she seemed to have gained the mini cons respect, for even when the blame for something going wrong was placed on him, he never turned her in.

--

Walking quietly down mainly deserted hallways, she quickly began to memorize every turn and passageway of the massive Decepticon base. Soon she was able to easily throw off any pursuer that was looking for some easy entertainment for the night. She located every exit in the base and would sit in hiding for long hours, memorizing the code used to open each entryway, along with the times of the guard shifts. She was ready, she wasn't sure for what, but she knew how to get out if she needed to. What she would do with herself after leaving the base, she couldn't even begin to process.

--

'This looks interesting.' She thought to herself one day as she explored a less traversed corridor, 'wonder were it leads to.' She knelt next to the dislodged panel that just so happened to be in the shadows. Glancing around her, Burnout quickly slunk through the small opening, 'only one way to find out.'

After a couple of careful explorations, Burnout discovered to her glee that the opening eventually led to a massive bundle of data cables. The whole inner working of the Decepticon base was in her grasp. A malicious smile that would have put Barricade to shame formed on her faceplate, 'Let the chaos begin."

--

"The doors in sections nine and ten are not functioning properly…" A mech complained after being repeatedly smashed between the short-circuited entryways.

"The luminescences in section 3 are reversed." Another pointed out on a separate occasion.

"For Primus sake, who caused the main frame to freeze?"

Everyday was something different. Burnout was extremely careful with her playing, never focusing one the same area, or the same time of day. She couldn't cause much mayhem but she made certain that the Decepticons never had a quiet day. Underlings had a difficult time explaining to their subordinated why data was suddenly being transferred to the wrong files, and why personal files were suddenly on display to the whole base.

"There are faulty luminescences in the control room. They all exploded upon activation."

--

"Megatron will be returning to base in the next few cycles. You had better pray to that forsaken God that he destroyed a lot of Autobots and is in a good mood." Barricade explained to Burnout one night as she worked the stress out of his wiring. She had found that if she gave him this comfort, he would often sink into re-charge before demanding more from her.

"But I'm not sure if I'm ready to hand you over." He continued, shoving the femme away from his shoulders, promptly pinning her with his hulking weight. "You're just so enjoyable."

"Obviously, you were never programmed to share." Burnout growled, clutching his chest and attempting to push the mech off.

"No. If I can't have what I want, all to myself, I might as well destroy it. Keep others from enjoying what should have rightfully been mine." Burnout had been right in her previous assumption toward good and evil.

Stopping her fussing she looked the mech in the optics, "You can destroy me, I wouldn't mind."

A smirk came across Barricades evil features, "That would be all to easy little femme." Exposing his fanged jaws he lowered his face to hers. "Megatron has been looking forward to meeting you, he would have my skid plate if I let anything happen to such a prize. You're not worth being deactivated over."

That was the extent of romance when it came to a Decepticon. I won't destroy you unless there is no chance of pissing off Megatron.

Feeling his clawed hands start to delve under her chassis and the heat start to intensify from his chest, Burnout quickly rummaged into her memory files searching for thoughts of happier times. She went through the motions that she knew would please Barricade, pretending all the while that this is how things were supposed to be. That this creature that was taking advantage of her sensitive circuits really cared for her, 'this doesn't hurt.' She forced herself to think, 'pain is good.' She would continue to tell herself. 'I just can't get enough of it.'

Pain, without love 

_Pain, can't get enough_

_Pain, I like it rough_

_Cause I'd rather feel pain then nothing at all…_

But there came a time when the once happy memories couldn't hold back the torment anymore. Every forced interface made them more and more difficult to bring back, for so many horrible ones were now taking their place.

_She lies and says she in love with him_

_Can't find a better man._

_She dreams in a cold _

_She dreams in red_

_Can't find a better man_

--

"It's so dark…" Burnout whispered to herself. She was shut in again. "What did I do this time?" She questioned the stillness. This was a punishment, confinement. When Barricade did not have time to reprimand her with other methods he would simply shove her in a dark cell until he was ready to deal with her.

She tried to hum a jaunty tune to ease the loneliness, but her thoughts kept slipping to more morbid things. A different type of tune pushed through her lips, the sadness in her voice plain to anyone who cared, which was none.

I hurt myself today To see if I still feel I focus on the pain The only thing that's real The needle tears a hole The old familiar sting Try to kill it all away But I remember everything 

It was in that dark lonely box, in those long hours of isolation that hatred and anger manifested. She could feel herself slipping, all the good memories fading away. 'Am I becoming one of them?' The thought was never far, echoing through her processor, 'Hatred is what they are full of, I will not hate. I will not become one of them.' She was firm with herself, she wanted to remain as Burnout, she wanted to die as Burnout, happy.

What have I become? 

_My sweetest friend _

_Everyone I know _

_Goes away in the end _

_You could have it all _

_My empire of dirt _

_I will let you down _

_I will make you hurt_

"But how can I be happy when my spark is nearly ripped out every day." Reaching up and gently stroked her abused chassis; Burnout felt a presence that had never been there before. She was confused and a little scared, not understanding what could be wrong with her spark, maybe she had caught a virus? "Maybe I _am_ becoming one of them." But the feeling felt too pleasant, it felt too right. "Becoming evil would never feel this way."

I wear this crow of shit 

_Upon my liar's chair _

_Full of broken thoughts _

_I cannot repair _

_Beneath the stains of time _

_The feelings disappear _

_You are someone else _

_I am still right here_

Burnout gasped with shock as realization sunk in, 'my spark split! I'm carrying a sparkling!'

Joy overwhelmed her; all negative thoughts escaped her and the dark walls of the prison in her mind opened up. She only had thoughts for the life that was inside of her, dependent on the pulse of her spark. She loved it instantly, more then anything she had ever loved and probably ever will, even if it was created by Barricade. It was hers, the only thing she had ever possessed since she was captured.

"What are you smiling about? Is your processor finally melting down? Wouldn't be the first." A rough voice followed by even rougher hands called from the opening of her prison. Bright light made her squint as she was hauled out of the cubbyhole and into the open. "I must say, you've last longer then most do. Many deactivate themselves by this time."

Burnout didn't reply, she wasn't going to let this tail pipe ruin her mood. She knew that she was stronger willed then most, but even she was starting to feel the strains of the abuse. Although now she had something to think about during her bouts of confinement, something to keep her thoughts bright and hopeful.

Song Disclaimer: I am not a lyrical genius like these guys. I do not own Nine Inch Nails, Hurt. Three Days Grace, Pain. Or Pearl Jam, Betterman


	5. Chapter 5

Face Down Chapter. 5 

All thoughts of her sparkling were quickly extinguished when she arrived at Barricades quarters. She had just enough time to sneak some energon before the mech came to find her.

"Megatron returned last night." Barricade stated, walking up behind her, "Which means I have to give you up for tonight." He grabbed her jealously, "You know how I feel about that."

Burnout tried to remain calm in the mechs hold; he was squeezing her so hard, she thought her chassis were going to buckle.

"Yes, Barricade. I know how you feel about sharing me. Maybe I should anger him in hopes of my destruction? That way you wont have to worry about all of this any longer." She offered sarcastically.

Barricades laugh was humorless, "You are incapable of angering, all you do is make yourself more appetizing." He released the femme and spun her around to face him, "Don't embarrass me." His voice was sharp as if he were barking an order, causing her spark to jump. Then he did something that truly shocked her; grasping each side of her face he pulled her to him and planted a rough kiss on her lips. Never had he done anything like that before, that was too passionate for a mech like him.

Burnout was speechless and almost didn't hear his next words, "I'll be expecting your return." The femme sensed the underlying notion. Don't get deactivated. Still in a fritz she followed Barricade as he escorted her to the Decepticon leader's office. She quickly came to her senses though when the mech shoved her through the door, saluted his dominator, and quickly left.

Burnout felt optics on her and turned to find from what direction they were coming from. Scanning the room she quickly found the colossal transformer; he was standing behind a desk, arms crossed, an imposing figure, impossible to miss.

The femme had a sudden feeling of de ja vu, this was how she had been ever so lovingly introduced to Barricade, in his office on the floor.

Determined not to show any of the fear that she felt, Burnout walked tall as she approached the desk. She would not let those deadly optics intimidate her in the least, meeting his cold stare with her own intense one. Her bravery could have easily been mistaken as stupidity in a situation like this.

She stood close to the giant furnishing, the only piece in the entire room, she was within easy reach of Megatron. Leaning down, Megatron brought his angular face closer and closer to the defiant femme's, stopping only when she could feel the soft blow of his intake. She never broke contact with his optics, only squinting them shut when a clawed hand suddenly shot out from his side, set on throttling her. Burnout didn't even so much as flinch as she stood her ground, prepared for the impact.

But non came; instead a heartless, disgusting laugh met her audio receptors. A grating, evil voice proceeding, "Barricade was right, you have no fear. Mechs double your size would have deactivated themselves by now. Yet you stand tall without even a quake in your circuitry."

The same hand that had been bent on pulverizing her, wrapped itself around her torso and lifted her up as Megatron straightened.

"I am excited, never has a femme survived this long amongst my men. Barricade must take very good care of his pets." He looked her face over, noting how hard she stared him down, "It has been a very long time since another has met my optics, only the stupid do so, and never live to tell about it. Yet here you are, hardly as tall as my leg, looking me dead in the optics." He continued to admire her fine features, "Tell me little one, what are you thinking?"

Burnout lifted her chin in defiance, "I'm thinking about how I want to tare apart every wire and energon line I can get a hold of." She hissed, poison dripping on every word. She didn't care if he destroyed her then and there, it would be a relief.

'But what about the sparkling?' The thought was more painful then anything that she had experienced thus far. What about the sparkling? What was she going to do? She worked hard to stifle the panic that threatened to choke her. 'Who am I kidding? I can't possibly raise a sparkling in a place like this. They would either kill it or steal it from me and turn it into one of them. I can't bring an innocent being into this world, it doesn't deserve a life like mine. No one does.'

Megatron wasn't angered at the femmes statement in the least, instead he was enticed. The thought of her tiny hands delving inside of him, pulling and straining at his sensitive wiring was just too exciting to pass up. How long had it been since a femme was brave enough to give him what he really wanted, to perform the actions that would give him pleasure? A femme full of suppressed anger cut loose on his sensitive internals was exactly what he wanted. The thought of it made him quake, with pleasure.

"I expect nothing less." The mech growled, his voice taking on a husky tone. He still held her suspended in his grasp, forty some odd feet in the air.

Burnout did not miss the change in is vocals and she felt her internals cringe as the optics of the giant looked over her. Lust practically pulsing from them, she would not show any fear, only anger.

She would never show any other emotion, not for a Decepticon. They would only know her anger, hatred, and rage. She didn't care if those were the emotions of a Decepticon, she didn't care if those feelings made her no better then them. Her cooling systems came to life as her fluid lines began to bubble, her core temperature rising from her anger.

"Am I getting you excited? You're practically burning up in my hand. I know my presence is intoxicating but we haven't even started yet." The mech laughed and Burnout growled. How she wanted to deactivate him, Primus try to hold her back.

As she stared death in the optics she thought back to all the long hours she had spent in solitary confinement, only the darkness to keep her company. The torture of Autobots and Decepticon alike that she had been forced to watch, fearing the threats of these 'games' being used on her. The punishments she did endure whenever she disobeyed, or simply because things were slow around the base and a form of entertainment was needed. The nights she was forced to serve Barricade in whatever form suited him. Then there was her sparkling, a creation that would never have a life. A discovery that had made her the happiest she had ever been. All of these thoughts tore at her spark and angered her beyond anything imaginable.

Megatron sensed the outrage in the femme but did not fear it in the least. She was nothing; a small femme, incapable of lifting a weapon, never the less using one. He would have pitied her if the emotion was programmed in him. Laughing at her again, he sat down into his massive chair, setting the fuming femme on his lap.

Burnout remained standing, pissed that she was still much shorter then the Decepticon leader. She wished to punch him right between the optics or knock him up side of his pointy face with something hard and heavy. "I hate you." She finally growled.

"Everyone says that, what are you going to do about it?" He challenged.

Burnout clenched her fists tight and took a deep breath, slowly releasing it to try and calm herself. Punching him would only hurt herself more then him. But she did wish to end all of this, to be deactivated, go into the matrix with her unborn sparkling and see Crossfire again.

"Come on, let's see what you got. I heard Barricade sported a nasty dent after his first encounter with you, surely you're capable of inflicting a little sting."

Burnout sucked in a breath of air, but instead of a steadying releasing it, a rage filled scream tore at her vocal transmitter.

Megatron was only mildly shocked when the femme dived at him, what surprised him more was the ferocity of the attack. Her tiny fists snaked right under his thick armor, nimble fingers locating sensitive wires and immediately going to work. She yanked and tore at anything that would give, ignoring the sharp jolts as electrical work shorted. Not even slowing to see if the Decepticon was going to swat her away.

But the colossal mech did nothing, only sit back and savor the sensation of her angry hands trying to ripe out anything and everything. Wondering in the back of his CPU how long it would take before she realized she could not damage him severely no matter how hard she twisted.

With a scream that would have made any battle harden mech go cold, the tiny femme began to grow frustrated. She delved deeper in search of less exposed more sensitive circuits, determined to rip something, anything out, unaware of the amount of pleasure she was giving the mech.

Megatron allowed a shutter of pleasure to wash over him as Burnout continued to dig into his chest, occasionally dislodging small unimportant wires from their ports. The mild discomfort only adding to the excitement of the experience. Pain, that is what he lived for; pain, fear, he loved it. He loved to experience pain and inflict it, watching his victims beg at his feet for mercy, fear oozing from them into pools of energon. This femme did not fear only hated, and he loved it, he knew instantly that he loved her, in his own sick and twisted way.

Hardly able to hold back a moan that fought to be free of his throat, the lust filled mech decided to take control of the situation. Screams of rage were quickly extinguished as long fingers suddenly dived deep into Burnout's weak exterior panels. Megatron smiled down on the femme as pain and a glimpse of panic washed over her delicate features.

"Can't let you have all the fun now can I?"

Burnout didn't even register his words, didn't notice her legs give out, or the impact of her body being slammed to the floor. The mech pinned her down, caring nothing that his weight might crush her, and began to explore her sensitive wiring, destroying everything he came in contact with.

She couldn't feel her arms anymore and her processor was threatening to off- line. She gathered her last bit of strength before somehow bringing her knee up sharply. The trespassing hands paused in their attack and she thought she heard a slight gasp of surprise when her knee connected with the mech. She lied there, feeling broken, allowing herself to believe that this was the end. She would be able to leave soon and hide in a dark corner for awhile, licking her wounds. But oh how wrong she was.

Her optics were dim from the exertion of her tantrum and the pain in her shoulders, but they flashed back to painful life when her chest was suddenly tore open to reveal the steady pulse of her spark. She thought she knew what pain was, she thought she was numb, but never had she experienced anything like this. You do not get used to pain like this, and you never forget it.

'Primus, please allow this to be the end.' Were her last thoughts before blacking out.

"Well what do we have here?" Megatron looked more closely into her exposed chest, "You are just full of surprises." He gently stroked the small spark that although separate, beat to the same rhythm as the femmes. "Too bad I hate sparklings." He growled before grasping the new formed life and squeezing.

Burnout whimpered in her pain induced stasis, her body convulsing. The defenseless life didn't have a chance as Megatron's clawed hand squeezed the energy from it. His optics shone with glee as the pulse stopped and the spark blackened. Smirking he turned his attention back to his toy.

Megatron was skilled in the art of torture, he knew how far to push his victims, for him interface was the same as torture. Both actions went hand in hand for him, both gave him immense pleasure. He toyed with the defenseless form of Burnout long after she passed out, he was impressed by how stoic she proved to be. Her spark pulsed strong even after he performed actions that would have left most incapable of reawakening. .

Leaving the femme in a heap beside his desk the mech sat back in his chair, stretching his arms. He noticed that a tingly feeling was starting to reach his fingers, the femme had done more damage then he had thought her capable of. This made him smile, a few disconnected wires was nothing compared to what he had done to her.

After calling for his personal medical officer he looked over the femme from his seat. Her bust still open and spark pulsing dully, but still alive. Her arms were bent awkwardly, paralyzed, but nothing that couldn't be repaired.

A buzz sounded from the entrance and Megatron scanned the energy signature before allowing the medic to enter. Said Decepticon hustled in and bowed, never lifting his head to meet his leaders face.

"Lord Megatron, how may I be of use."

"I seem to have some loose wires and a few disconnection's."

The medic rushed over, pausing at what he thought was a pile of scrap.

"Don't worry about her yet, she's fine for now."

"Yes, my Lord." He quickly set to reconnecting circuits and soldering wires. "Th- the femme, did she do this to you?" The medic wasn't sure if he was overstepping bounds, but was curious. How could a tiny femme like that inflict this much, although minor, damage on the super reinforced internals of Megatron, and still be alive?

"Pretty impressive." Was Megatron's rather uncharacteristic response, the medic actually had to pause in his work to regain his bearings. 'The poor creature must have been exceptional entertainment to have put him in such a good mood.' The medical officer thought as he finished up the last repair.

Running a final scan he noticed a rather large dent on the leaders upper right leg panel, about to point it out, he was surprised to have the femmes body shoved into his arms.

"Put her back together and leave her with Barricade, we can't risk loosing this one."

"Ye- yes sir." The medic stammered before scurrying out of his leaders sight with the badly damaged femme.

A/N: I'm sure you guys hate me now, I killed the sparkling, but I had to. I'm just trying to really show how horrible the Decepticon's can be and how evil Megatron is. That's not the end of Burnout's suffering though, a lot more is still to come…But don't worry, good things will happen, luck will come back into the femme's life!


	6. Chapter 6

Thank you everyone for your support I really appreciate it! Im kinda short on time, and I didn't get a chance to really look over this chapter so please dont burn me if the grammer and spelling isn't as good as it could be (not that it was perfect to begin with... :) Anyways, thanks again!

Face Down Chapter 6

Burnout groaned as she slowly reactivated, never had she felt this bad. Every part of her hurt, she was stiff, and she couldn't even begin to describe the pain in her spark. Almost as if it were on fire, but at the same time numb as if frozen.

Opening her optics cautiously, she quickly shut them again as everything spun. This could not be the Matrix.

"It's about time you came online you lazy glitch."

And that was not the voice of Primus.

Her audio receptors buzzed from the sudden noise, she wanted to talk back but only a croak resulted from her efforts. Her vocal transmitter ached.

There was a laugh and she felt the presence of Barricade near to her, "Your screams were heard throughout the whole base, I wouldn't be surprised if you ever spoke again." He paused, looking down at her face, her optics open now, "Such a shame, you sounded so beautiful when you screamed."

Burnout grunted and rolled over away from the annoying mech, instantly regretting the movement as agony shot through her torso.

"Another stigma. We were unable to salvage your chest plates, and seeing as we do not keep femme parts in stock, we had to improvise."

Burnout froze, 'my chest was destroyed? They couldn't fix it and had to rig it with a mechs?' She ran a scan of her precious spark and almost cried out at what she found, or at least the lack of presence. 'They destroyed it. They took the sparkling away from me.' She felt more broken then how she must have looked being taken away from Megatron's office.

She slowly sat up trying with all of her might not to jostle her sensitive body. Looking down at her newly repaired front, she gasped. She was hideous, the repair job was sloppy, and the monstrosity attached to her body was just horrible. She shot Barricade a dangerous look.

"This looks like someone pounded on the metal until it formed a bust!" She pointed out, her voice cracking.

Barricade could hardly suppress his laughter at the cost of the femme, "that is what we did."

Burnout choked back a retort, she was weak and sitting up was costing her a lot. Fighting with the mech would probably put her over the edge. Sighing she lied back down, thankful that Barricade had a separate agenda for the day, she was able to sink into her own thoughts.

She felt like someone else entirely. She tried to ignore the change, tell herself that she would get used to it, mechs were always having pieces of themselves replaced. But no matter what she told herself she couldn't get past the changes. She had been very comfortable with her body, it was the only thing she could wake up to in the morning and know was never going to change. It was the only thing she could be happy about in this horrible life. Now it was different, horribly different. She felt vandalized and disrespected, but then again wasn't that her purpose? The whole reason she was held captive, to be played with.

The ache in her spark never seemed to lessen, sometimes flaring up like a festering wound, other times subsiding to a dull throb. She was unsure if the pain was from her sparkling having been so viciously ripped away from her or the damages inflicted by Megatron. She mourned the loss of life privately and forced herself to move on with her pitiful existence, but this was a feat more easily said then done. One does not simply forget an unborn child.

Weeks turned into months and months into years. Burnout slowly became more and more drawn into herself. Gone was the fire in her optics and her spark pulsed duller and duller with each night the Decepticon leader called on her. Each episode resulting in another stay with the medical unit and another part of her body needing to be replaced. Now she couldn't even think of herself as Burnout, she considered herself another being, she was an empty mismatched shell.

Burnout had no idea about events that went on outside of the base, all she knew was that Barricade and Megatron along with a lot of the other Decepticons were often absent. She was left in peace for longer and longer amounts of time. Her stays with the evil leader became farther and farther apart, sometimes not even calling on her when he returned. Burnout wasn't sure if she should be happy or worried about the mechs lack of interest, 'maybe he will just deactivate me and get it over with.' She would think darkly.

At this point in her long bout of imprisonment Burnout almost never left the relative safety of Barricades quarters. With all of the events in the outside world keeping the mech busy she could remain unnoticed. Gone completely was her desire to sneak around the base and cause problems like she did when she was fresh, whole, and full of life. All she wanted to do now was sit in a dark corner, alone, trying to call forth thoughts of happier days, but the data clips were pushed very far back into her memory. Almost impossible to uncover. Instead the thoughts of her pitiful existence replayed over and over like a broken projection.

She believed her luck had finally run dry after over hearing Barricade read a data log out loud to himself. It had been from Megatron and stated orders to have the femme delivered to his office after the completion of some sort of meeting. Burnout heard Barricade stand and start making his way into the room she was sulking in, she quickly set herself to performing some odd task, but stopping immediately as an alarm she had never heard before sounded.

"Decepticons to arms! Autobots have infiltrated the base! Repeat, Autobots have infiltrated the base!"

Burnout's spark skipped and she waited for Barricade to bark some kind of order about her staying put. But non came. She heard the mech begin to cuss out every abscenity he knew as he gathered some equipment and bolted out the door.

Burnout felt her optics grow wide and a sudden feeling of life flooded her energon lines, adrenaline. "This is my chance, I have to try," she whispered as she made her way to the door. Checking the corridor for traffic before bolting out. She knew every rout and back rout to get to any location on the base. She knew every code and password needed to enter even the most secure locations. Escape had never been a possibility until now, everything had been too tightly monitored. 'Maybe in the chaos I can slip out unnoticed,' she prayed to herself.

The closest exit was in the medical center, she bee lined for that location. Bolting left and right, going from shadow to shadow, avoiding every mech that she passed. She dashed into the unit as a mech was running out, the door hissing shut only a moment after she squeezed through. Ducking and crawling between supply crates and exam tables, she slowly made her way through the crowded area.

She couldn't believe how many Decepticons were around considering the base was under attack, 'shouldn't they be out fighting.' She thought to herself right as a sudden explosion made everyone jump, including Burnout who accidentally shoved over a crate in her surprise. 'I'm never going to get out of here at this rate.'

But luck was with her, the explosion caused the mechs to realize the need to fulfill their duties. Burnout sighed with relief as massive feet began to stomp out the exit.

Slowly emerging from her hiding spot she assessed the situation. From what she could collect, she was alone, but lacking the 360 degree vision and 6th sense that a warrior possesses, she did not see the medical officer round a corner behind her.

"Megatron would not be pleased to know you were out and about during an Autobot attack now would he."

Burnout spun around to face the medic, "That's Lord Megatron to you!" She growled, picking up a random piece of metal that had fallen out of the crate that she had disturbed.

"Silly little femme, I just want to keep you safe, with us." The medic chuckled staring at the weapon wearily.

Burnout burst into hysterical laughter, "you don't want to be deactivated for loosing me!" She raced toward the medic swinging her club wildly, scoring a solid hit that shook her to the core from the impact. Being a seasoned fighter along with being a medic, the mech recovered quickly.

"I don't have time for this." He growled before grabbing the shocked femme and wrapping a metal cuff around her wrist. Before she could put her senses completely back in line, she found herself tethered.

"Slag it all!" She cussed, "I hope to Primus you get blown up by an Autobot!" She yelled at the retreating medic.

"I'll remember that the next time Megatron needs me to reactivate and put you back together."

"I don't ask to be reactivated." She growled just loud enough for the mech to hear her, she was pleased to see his step faulter.

Kicking the wall that held her, she almost allowed herself to give up and slip back into despondency.

"No!" She screamed at herself, "I've gotten this far, there has got to be a way out of this mess." Looking around franticly she caught site of a laser scalpel that was hopelessly beyond her grasp. Continuing her search her optics fell onto another tool, a type of saw device. Reaching a foot out she was able to nudge the small contraption closer. Picking it up with her untied hand, she continued to examine the object. Not looking very powerful she flipped the tool on causing it to hum quietly. The meter read that the tool was running on less then half a charge, 'maybe enough to cut through this slagging chain?'

She set the tool to work but the saw hardly scratched the metal, instead it glanced off of the cable and nicked her exposed wrist painfully.

Looking from the undamaged chain to her damaged wrist then to the saw that had lost more power then she anticipated, Burnout thought she was going to loose her processor. "I thought there was a God, but obviously there isn't if this is what I have to do to get out of this Primus forsaken pithole!" She growled, setting the saw on full power and driving it down on her delicate wrist, the need for escape driving away all sane thoughts.

Screaming every profanity and more, the thought of escape being the only factor keeping her online. Pain did not effect her like it used to, majority of her receptors either numb or had never been replaced. But cutting your own hand off was not something you simply shrugged off no matter how tough one claimed to be.

Staggering through the medical facility, Burnout managed to locate a soudering tool and quickly stinted the heavy flow of energon. The horrible pain making her doleriouse and confused, she quickly forgot why she was there. Another explosion was enough to set her mind back on track, she was here to escape.

She ran hard to the exit door, she had seen it used so many times before when injured Decepticons were brought in from the field. She had no idea where it would lead to, she couldn't think that far ahead, there was just too much going on, too much pain.

She set the code that she had memorized so long ago, quickly. Failing to hear the noises being made from the other side, she nearly deactivated when the door slid open and she found herself looking down the barrel of a fully charged plasma gun.

"Move and I'll obliterate you, Decepticon scum!"

Burnout gasped and tried to splutter an explanation, but her words were lost as commotion behind her made her jump and the cannon to be redirected.

"What is your plan for attack, Ironhide?" An Autobot from the group asked, Burnout did not hesitate a moment. Wanting nothing but to be rid of this place, she dived between the mechs legs, looking for any route of escape.

The mech yelped in surprise, but quickly regained his composure and grabbed the funny looking Decepticon by the back of it's neck.

"Shall I take you for questioning or destroy you here?" The mech growled shoving Burnout against a wall and holding a gun to her head.

Her optics looked into his, pleading with his to see her for who she really was. To look past the shabby patch job and see that she was not some filthy Decepticon. It was such a relief to look into the calm eyes of an Autobot. Even the battle craze that was radiating from this mech was wonderful compared to the hateful glares that she had endoured for so long. She thought she would get lost in the serenity of those blue orbs.

"You're a neutral!" Was his shocked response, "you've got to get out of here. There's a war going on and you're right in the middle of it."

She thought she was going to cry out in relief, sending thanks to whatever God still governed this world that her optics were never changed. "That's what I'm trying to do! But I don't know where to go!"

Ironhide almost dropped her, "you're a femme!?" Now he was thoroughly shocked, "How? Where? What did-" But Burnout interrupted him as noises of battle began to approach.

"Please, you have to help me!" She whimpered, "I can't get out of here without help."

Looking over at his second in command, Ironhide shoved the femme into the mechs unexpecting arms. Grabbing him by his shoulders and looking him dead in the optics.

"Take her to the closest escape pod, transfer the necessary data needed for her to navigate it. On your spark don't let anything happen to her!" The leader shoved the still slightly baffled mech out the door and shut it behind them.

Burnout's optics widened in surprise at the scene that met them as they dashed through the open battle field. It had been years since she had seen the open air of Cybertron and her welcoming view was mayhem and death.

"You're the first neutral any of us have seen in a while." The voice was from the mech who was helping her, "It is a double shock that you happen to be a femme. Where are you from?"

"Iacon." Burnout stated, nearly causing the mech to trip in surprise. He stared hard at the femme, ignoring the ongoing battle, "your name wouldn't happen to be Burnout would it?"

The femme gaped, "how did you know?!"

An explosion made the mech flinch and cover the defenseless femme, "I'll transfer everything on the way to the escape pod. There is no time for an explaination."

Scooping the femme back up into his arms he continued his sprinted through the field, other Autobots joining in on the race providing back up and cover fire. On the way Burnout felt data being transferred into her processor. Memories and events that were not her own being downloaded and filed.

Before she knew what was happening, she was shoved into the compartment of an escape pod, the mech who had helped her stood outside, "Just one question." He inquired.

"Anything."

"You knew Crossfire?" When she nodded her head he continued, "Did he pass regally?"

"Crossfire died protecting me, it took six Decepticons to take him down." She explained quickly, transferring her own string of data.

Explosions were getting closer and a sudden look of panic crossed her saviors faceplate. "Go, now!" He bellowed before slamming the hatch down and locking her in.

Without thinking she launched herself at the controls and quickly started the small craft. It was set on auto pilot, coordinates were already programmed and Burnout sat back as the escape pod launched into the air. But a blast rocked the craft causing it to buck violently, knocking out the auto pilot sensors. Burnout flew forward, knocking the control stick to full throttle. The forward momentum pushed her back and she flew through the air of the small compartment, smashing into the rear wall.

Everything happened so quickly, nothing even registered before blackness overcame her. Never would she know that if it wasn't for her clumsiness she probably would have never made it out of the battle ground. The following blast would have been a direct hit had the boosters not kicked in full power. But now she was rocketing into outer space completely unaware.

A/N: I threw in the city Iacon cause i heard it in the Armada series (which i bought last week and am watching in my spare time) I think i spelt it right... If not, oh well. I'm starting to feel more comfortable with this story since it has been such a hit. Which again THANK YOU!


	7. Chapter 7

Wow! The reviews have been awsome! Thanks you guys! I havn't done a call out to everyone in awhile and i will take this time now to do so!

Speciel thanks to: Dragon260, Beesting08, Silver Ruby, GreendEATpop, Master of Minds, OptimusxElita4ever, Litahatchee, and Fae Child19 (whew, hope i got everyone!)

Now, here's the chapter everyone has been waiting for!

Face Down Chapter 7

Burnout had experienced pain, she had experienced anger, fear and loneliness. She had suffered many long years at the hands of the Decepticons, she had been the victim of unspeakable abuses. But nothing compared to this. Just when she thought her life could not become anymore horrible, the suffering could net become anymore severe.

Panic had immediately taken over her circuits when she had awoken, nothing but blackness surrounded her. She hadn't realize that she had somehow directed the escape pod to shoot off into outer space, it simply continued in the direction it was last steered after the femme had collapsed. The laws of physics taking over, she was now somewhere in the middle of nothing.

After a long time of sitting in a corner of the small pod, shaking uncontrollable, Burnout managed to get a grip on herself. "This is what I wanted, to be free." She growled. "Beggars can't be choosers." But by this time she was hopelessly lost and didn't know enough about the neighboring constellations and planets to be able to navigate the craft back to Cybertron. After what she had seen and heard though, she wasn't even sure if she wanted to return to the planet. Surely death awaited if she went back, but death seemed inevitable out here too. She decided to take her chances, maybe someone would find her, and just maybe that someone would be friendly.

Never in her short life had she experienced anything like this, nothing compared to the magnitude of this solitary blackness. Blackness, never ending and unexplainable. The many stars and galaxies that surrounded her did nothing to brighten the darkness that was always threatening to overcome her. Never, even in her most frightening nightmares, did she think there could be something as horrible as this. She honestly could not even doom her most hated enemy to a life of this, no one deserved an existence of aimless floating in nothingness.

She longed for interaction, touch, sound, anything. She longed for Barricade… A painful touch would have still been a touch. A hateful word would have still been a word. It would keep her CPU from melting down which it threatened to do regularly.

In her solitude she had been able to bring back the memories of happier times, she had hoped that the data would give her the strength to continue. But the recollection did the opposite, she became more sad, more depressed. She would never be happy again.

Then things started to go wrong, the small escape pod was not meant for deep space travel. Boosters began to fail, the radio lost signal, and the re- charge core started to become weaker and weaker. She had managed to aim the vessel for what seemed to be a hopeful direction before complete system failure. She used her own energy to keep the communications going, just in case she could pick a signal back up, slim chance but still possible. It was her only hope in contacting anything more intelligent then space junk.

She had lost all other hope, she had lost all of her faith. "Primus. What a joke. There are no Gods…" She would snort to herself. "If there are then why did I end up getting the brunt of their cruel sense of humor." 'Why am I always the center of attention? Why is it that I am always the source of entertainment? Even back at the bar, I was the one who everyone always talked into singing and dancing. Then the Decepticons got a hold of me…' "Primus! If you can hear me! Please just make this all end!" She screamed into the darkness, dropping her head into her hand, only causing her to scream in farther frustration as she caught sight of the poorly repaired nub.

"I'm going to die out here." She finally told herself. It had been far too long since she had any contact with the outside world, the limited stock of energon in the pod had disappeared ages ago even though she had rationed it carefully. She was beyond tired and weak, she was ready to pass on. She was ready to just give up. "Alone, afraid. If I'm lucky, someone will come across my floating body and pray to whatever God they believe in that I had a safe passage to wherever we go when we die. If I'm lucky." Luck seemed to never be on her side. "Maybe I'm already dead."

She had never come closer to deactivation, even during that first week in the Decepticon's care. She began to force her spark beat to slow, allowing the blackness that had been threatening to overcome her, win out. Wrapped up in her misery she failed to hear the radio click to life, still feeding off of her drained body, she had forgotten to disconnect it. A transmission was suddenly being picked up, but Burnout hardly noticed the cackling as the radio worked to clarify the signal. Then a voice nearly sent the femme into a fritz.

Sitting bolt up right she stared at the device, a voice was speaking Cybertronian. The signal was weak but she was able to locate the direction that it was coming from. Not even bothering to wait around and try to figure out what was being spoken through the crackling communications device, Burnout channeled every last ounce of energy into the pod. She was able to re- ignite the boosters and steer the vessels in the direction that she had heard the wonderful voice. She didn't care what it said, it was a voice and it gave her hope. Too bad her exhausted body would finally shut down and she wouldn't get to see just how accurate her quick steering was, or was luck finally starting to become a part of her life?

--

"This is Optimus Prime. The Autobots have detected your presence." Optimus attempted to make contact with the inbound craft for the 6th time that day, they had detected it earlier that morning, but communication had proven unsuccessful. "Please proceed with caution upon entering the atmosphere. This planet houses a delicate organic ecosystem. The less populated an area to land, the better." He added this statement in a last hope that someone was listening.

--

Burnout was not listening, she was barely alive. Perhaps it was for the better that she remained unconscious through the landing, her dilapidated vessel was on the last leg of its own life. She probably would have simply deactivated in terror if she had been awake through the rough landing. Metal pieces ripped off the sides and burned up in the pods trail, creating a spectacular show to anyone who noticed on the ground. Burnout's limp form was tossed around violently as the craft jerked and bucked not able to withstand the stress of earth's atmosphere.

--

"I have a feeling this one is a Decepticon." Optimus explained to his comrades, "I haven't received so much as a data clip in response, but I don't understand why a Decepticon would choose to land so close to our base."

"Well, there is only one way to find out. I say we intercept the mech before he can locate any of his buddies." A black mech named Ironhide grumbled, bringing out his cannons.

"For once, Ironhide, I agree with you." The leader chuckled at his trigger happy friend. He looked over at his medical officer, Ratchet, "Care to join us?"

"Of coarse, let's go see who's dropped in for a visit."

--

Fire, madness, pain.

Burnout didn't even bother trying to move, 'I'm dead.' Were her only thoughts, she knew she was dead. Why else would everything be so horrible? She figured she must not have deserved the peaceful passing into the matrix, she had been sent to the pit, and was now being consumed by fire. She shut her optics again and waited to be over taken by whatever torture she had left to endure, she was ready, just like she had always been.

--

"Primus! Someone was a bad navigator!" Ironhide commented, pulling to a stop beside the wreckage.

"And whoever it is, they're going to expect me to put them back together." Ratchet added, transforming behind his friend.

"I have scanned the area, there is one energy signature. It is small and weak, we need to hurry if we plan on finding the mech still alive." Optimus was already heading into the smoldering mass, hardly feeling the heat. He began to rip metal apart and sort through the twisted mess.

Ratchet and Ironhide went around to the other side, "This is of Autobot design." The CMO was quick to point out over the silent internal communication link.

"Very old Autobot design." Ironhide added, keeping watch of their surroundings in case of an ambush.

"This thing is tiny. Even a bot like Bumblebee would be hard pressed to travel comfortably. I doubt anything too dangerous is hiding in there." Ratchet added.

Ironhide snorted, "Do not underestimate a creature by its size. You never had to spark sit that little slag Bumblebee."

Ratchet smiled to himself, but the joke was quickly forgotten. Issuing a series of Cybertronian curses that rarely ever formed in his vocal processor, even when threatening the Primus forsaken twins Sunstreaker and Sideswipe, he reached in and grabbed what could have been mistaken as a bundle of scrape metal.

"What the pit is that Ratchet?!" Ironhide bellowed running up to the medic followed closely by Optimus who had been shocked at hearing such profanities from his normally well mannered CMO.

"It is the energy signature that we were looking for." Optimus answered for the speechless Ratchet.

"A Decepticon." Ironhide sneered, "Better off we just leave it."

"I will not leave a mech to die." Ratchet snapped back at Ironhide, "Not after loosing Jazz."

"This is what destroyed Jazz." The weapons specialist barked pointing at the poor excuse for a transformer.

"I will not leave a mech to die." Ratchet repeated, looking over at his leader, daring Optimus to refuse bringing the damaged mech back.

The Autobot leader knew better then to deny the medical officer the opportunity to save a life. A life was freedom, and freedom was the right of all sentient beings. "We had better get moving if we wish to save him, Decepticon or not." He waited for Ironhide to argue, but for once the sour old mech kept quiet.

The drive back to base went quick, the pod had crashed under ten miles away. Optimus sent a crew out to clean up the wreckage before curious witnesses started heading that way to see what fell from the sky. He also sent a message to the United States government that there was nothing to worry about, just another landing. The situation was under control.

"Ironhide." The leader called before the mech went off to his own devices, "Seeing as the new arrival is a Decepticon and we do not know if he managed to send out a signal, would you see to doubling the patrols. I also want a guard stationed near him, we will consider him a prisoner for now, but unfit to be placed in a holding cell. Until then I want hourly reports."

Ironhide saluted, pleased that he had something to do for the remainder of the night, and that Optimus was taking steps to ensure the bases security stayed just so, secure.

--

Ratchet was disgusted at the extent of damages that this mech had endured. The medic had almost lost his patient those final moments it took to hook the Decepticon up to stabilizing machines. Now the mechs spark pulsed strong and true while energon was being slowly pumped into his parched fuel lines.

"My spark aches at the thoughts of what this mech has been through." Ratchet sighed as he sat back from examining the stasis locked Decepticon.

"He's a Decepticon, what did you expect? A scratch less well lubricated machine?" Ironhide chided still not pleased that a Decepticon was in the med bay being repaired by his friend, and that Ratchet felt bad for the con.

"No, but some of these injuries are extremely old. The patch jobs are poor even by Decepticon standards. However much we hate to admit it, even _they_ are capable of some pretty miraculous stuff. There is a story behind this mech." Ratchet stood back up and continued to look over his patient, keeping a log of everything he was going to need in order to put this creature back together again.

"Who's going to pay for all of the supplies needed to fix this thing." Ironhide grumbled, almost reading the medics thoughts and knowing full well this would not be a quick buff job.

"I'm sure Optimus will work something out with the mech when he comes back on- line." Ratchet was gently opening up the chest plate of the mech, he gasped at what he found.

"What is it?" Ironhide paced over, even he was not prepared for what he saw.

"I can recognize the marks of Megatron from a light year away." He gently traced one long scar across the patients spark case, "This mech is lucky to still have his spark." He continued, opening the casing even more gently. "Or should I say, this femme is lucky to still have her spark."

Ironhide was floored, "Femme?! How can you tell?!" He looked down into the open chest of the Decepticon.

"Her spark, it has split." He pointed out a small section of the pulsing orb that was slightly duller and disfigured from its surroundings, "She has had a sparkling. We all know that only a femme's spark is capable of splitting." He continued to examine the glowing orb. "I shutter to think what happened to it though, normally a sparking does not leave this type of damage." Ratchet looked over to the shocked weapons specialist, "You had better inform Optimus."

"This changes nothing, femme or not, she is still a Decepticon." He looked over the defenseless figure on the table before adding, "But I will inform Optimus."

"You may want to add to your report that there is not a single weapon on her, nor a place to store one. I wouldn't be so quick to make a judgement Ironhide. There seems to be more then meets the optic with our visitor."

A/N: Yay, shes finally safe! My tale about Burnout isn't over yet though, but no worries she has a much happier road to travel down now!


	8. Chapter 8

Wow! I'm on a roll! You guys have been great, your support has been wonderful! On with the next chapter!

Face Down Chapter 8

"_Burnout!"_

"_Huh? Who's there?" The femme was looking around herself frantically, all she could see was light. Bright white light._

"_Over here!" The voice called from behind her._

_Burnout spun around to see a familiar face, "Crossfire!?" She gasped, stumbling over her own feet to reach him._

_The mech was smiling as he suddenly looked down. Burnout followed his line of sight and gasped again, a sparkling was clinging to his leg looking up at her._

"_Crossfire, is that-?"_

"_Yes. He is, he's yours."_

_Falling to her knees she opened her arms. The sparkling issued a small squeak in surprise, but quickly recovered and rushed to the overwhelmed femme. Holding the small being in her grasp, Burnout cried out in joy. Standing she looked over to Crossfire._

_Looking at his smiling face, she asked, "This means I'm in the matrix, right?" Crossfire's face saddened and Burnout became confused._

"_Not yet. Primus says you're needed elsewhere, he just wanted you to know that you are not forgotten, that you should still hold on to hope." Crossfire explained, stepping closer to her. The small mech squirmed in her grasp and reached out to the larger mech, Burnout released him unwillingly, she hated loosing her child again, but at least now she knew he was in good hands._

_Two sets of blue optics stared at her, she was pleased that her sparkling was a mech and that he was to be an Autobot. Suddenly a third pair joined the group, and a transformer solidified next to them, the mech was silver and taller then her but not by much. _

"_Crossfire, Primus says that it is time." The bot ordered softly, nodding his visored face to the femme. Burnout looked on in confusion._

"_Thank you, Jazz." Her friend replied before turning back to her. "I must send you back now, as I said, your part in this is not over yet."_

"_I don't want to go back." She whispered looking down at her hands, they were whole! She looked over her arms and down at her chest, her original body was back! She snapped her attention back to Crossfire, pleading with him to allow her to stay._

"_I'm sorry Burnout, if it were my choice, after all you have been through, I would have you stay. It is not my choice though and I have to carry out orders."_

'_That's all this is about, following orders!' She thought angrily to herself, "Why am I stuck in the middle of all of this?!" She cried out as a strange feeling overcame her._

"_Even I am not privy to that knowledge, I'm sorry." Crossfire couldn't even look the femme in the face as she was sent back to her dilapidated body. _

_"I'm sorry."_

Burnout had thought she was dead, hearing voices, but still dead. So when she suddenly felt her systems reboot and the need to activate her optics, she was very confused. Glancing around nervously trying to remain as still as possible, her circuits nearly snapped and all thoughts of her strange vision disappeared when she caught site of a mech. 'How did they find me?' She thought, fearing the worst, that she was back in the possession of Decepticon forces.

Quiet as a mouse, she kept her optics locked on the back of the mech who was busy with some other work, Burnout cautiously slipped off of the table. Her feet had hardly touched the ground when a strong hand grasped her suddenly.

"Not even online for five nano-clicks and you're already looking for trouble. What are you trying to accomplish, Decepticon scum?" The mech growled, giving her a good shake.

Burnout was beside herself, her vocal processor seized up and not even a sound byte could escape her.

"Put her down Ironhide." A deadly quiet voice spoke from the other side of the room.

"She is trying to escape." The mech, Ironhide, snapped back. He locked optics with the femme in his unbreakable grasp, planning to continue with his next string of accusations, but froze. Purple optics met his own, pleading with every ounce of their being. A small voice spoke in his processor, a memory clip from a very long time ago.

"_Please, you have to help me."_

Ironhide looked from her face, to her dilapidated form, to the missing hand. Now he was the speechless one.

"Put her down, I will not ask again." The other mech was closer now, Burnout thought her spark was going to rupture in fear. "You're scaring the slag out of her, let go of her before she deactivates and I'll finally have a suitable reason to dismantle you."

The black mech gently put the femme down but had to grab her again almost instantly, her legs wouldn't support her weight. Clutching her carefully as to not upset Ratchet further, Ironhide was lost in his own thoughts. 'Everything fits, the outdated escape pod, missing hand, this is the neutral femme that was at the Decepticon main base so long ago.' He had thought she was a con back then too.

Ratchet huffed over and shoved the weapons specialist aside, injected some sort of drug into the femme's fuel lines to help calm her before lifting her up and placing her back on the table. She had begun to shake and stared off into a daze, her systems thoroughly shocked.

"Get out of here Ironhide."

"Optimus said she needed a guard at all times."

"I think the circumstances have changed."

"But-" He was cut short as a well aimed screw driver flew through the air and knocked him sharply on the side of his head. He was so distracted that the missile wasn't detected until it was too late.

"Take it up with Optimus, he is more then welcome to come by and see for himself," Ratchet ordered, pointing to the exit to the med bay. He watched the mech's retreating back, turning to his patient only when the doors hissed closed.

"He only pretends to be that tough. Trying to make up for shortcomings in other areas." The CMO quietly explained to the fritzed femme. He didn't get a response but hadn't expected any.

"My name is Ratchet, I am the Chief Medical Officer for the Autobots." He was pleased to see her optics go into focus. "You're with the Autobots now, in case you haven't already noticed. On the planet called Earth." She looked up at him, fear still evident on her features. "What is your name?" He questioned, still not expecting any response, but trying to redirect her attention from the frightening experience.

The femme remained silent for a few moments, still trying to reboot her vocals, "I think I was called Burnout a long time ago." Her voice was scratchy from not being used properly for such a long time, and she looked away from Ratchet quickly as he tried to meet her optics. "I thought the Autobots were supposed to be kind." She whispered.

Ratchet looked down at her sadly. 'Poor thing, she's been abused for who knows how long and her wake up call is faceplate to faceplate with Ironhide.' "Don't let that old slagtard, Ironhide, put a bad taste in your mouth."

Burnout didn't understand the insinuation, but felt her faceplate soften at the cuss word. "Ironhide?" She asked.

"Yes, that is the name of the mech that was just in here." Ratchet watched her intently, she was going from scared to curious.

"I've met him before." She spoke almost too soft for him to hear. "A long time ago."

"How did you meet Ironhide?"

"He saved my life."

"Ironhide saved a lot of lives on Cybertron."

Burnout didn't continue, she froze as the doors hissed open and her optics widened in fear when heavy foot steps started through. Ratchet did not miss the reaction. "It's okay, you're safe now." Ratchet looked over his shoulder to confirm the identity of the entering mech, although no one could mistake him. "This is Optimus Prime, our leader. He has been very concerned for you."

This statement did little to dispel her fear, 'Why am I so afraid?' She silently asked herself, 'I was so brave with the Decepticons, now that I'm with the good guys I cant even look at my shadow without spooking.'

"She says her name is Burnout." Ratchet introduced, sensing the femme was not going to offer any farther information.

"I'm glad to see you up and well, Burnout. I am Optimus Prime. It must have been my voice that directed you here."

Burnout nodded, finding no words to respond to the leader with. His presence was oppressive and she thought she was going to crumple under the weight of his stare, however peaceful it may be.

"I hope that you will find our new home comfortable and to your liking, there are really no other options."

Confusion knitted her faceplate together oddly. "Cybertron is destroyed then?" She whispered cautiously.

"As far as we know it is uninhabitable; without the Allspark, Cybertron is a lifeless planet. And the Allspark has been destroyed. Thus, we have no other option. We have discovered a suitable energy form on this planet and we are currently exploring neighboring planets for better forms and greater supplies. This planet is suitable enough to call home."

"So the war, it was because of the Allspark?" She asked just as quietly.

"Yes, Megatron wished to possess its power and hold complete control over Cybertron. He destroyed almost everything. We tried our best to stop him, but even our greatest efforts could not defeat him. We had the Allspark sent into space, it was our only hope in protecting the lives that were remaining. Naturally Megatron went after the Cube, we followed hoping to locate it before him. We followed its infrequent signal all the way out here, to this planet. We were almost too late. Unfortunately, the Allspark was joined with Megatron's own spark resulting in the destruction of both."

Burnout's optics widened at the leaders last statement. "He's dead? Megatron is gone?" If possible her voice was weaker, but relief was evident. "That is amazing."

"Yes, unfortunate, but great at the same time."

Burnout blinked when her vision suddenly doubled and she was starting to feel dizzy.

The ever watchful Ratchet noticed immediately that Burnout's weak mental and physical state was being taxed. "I think that is enough for now Optimus."

The leader obliged, knowing better then to test his CMO when the health of a recovering patient was at stake. He had a feeling that Ratchet was going to be extra protective of this one considering her fragile nature.

Ratchet helped the femme down from her perch on top of the exam table. "There are a few recovery rooms that you can choose from until you are well enough to have your own quarters." He explained keeping a trained eye on Burnout as she slowly followed the medic. She staggered a little in her step but she fought off the weariness like a true soldier.

She brushed away his offer to carry her. "I can make it, I've gone farther in worse conditions." But she barely spoke the words before she tottered and had to grab onto the wall for support.

"You have a strong will. Any lesser being would have deactivated a long time ago." Ratchet commented as he assisted her to the recovery room making sure she was safe and comfortable.

"That is what they always told me." She responded back before falling into uneasy darkness.

Ratchet left her door open, he didn't want to risk being unable to detect her if she needed anything. Turning in time to see a mech with a bright yellow paint job walk through the automatic doors. The medic tensed for only a moment, expecting to see a red counterpart following behind. To his relief the yellow bot was the one and only, Bumblebee.

"How's it goin' doc?" The ever cheerful mech asked through the silent comm link while issuing a string of happy chirps and clicks from his damaged vocal processor.

"It's going Bee." The medic replied, grasping his friend's shoulder. "We're going to have our hands full with that femme around."

A concerned look came over the yellow mech's features. "You can fix her right?"

"That's the easy part, I can make her look exactly how she wants to look. It's her processor that is going to need the most work. She's afraid of her own backfire."

"What do you think happened to her?"

"I shudder to think of the true extent of the damages, all from Decepticon hands. There are scars on her chest plate that almost mirror the ones inflicted on Jazz, except his were aimed to kill. Hers show other intentions." Ratchet hated to put a damper on the happy go lucky Bumblebee, but the bot did need to know and understand that everything isn't always 'sugar coated,' as humans put it.

"When were you planning on beginning the work on her?" Bumblebee asked a little more seriously.

"Not until she is stronger. Her energon lines were so parched, I fear that they will need to be replaced because of dry rot." Bumblebee's optics widened sadly at Ratchet's statement. "I would like to get a data clip from her of when she was happy and herself so I can start to construct a new body for her. That alone may bring her confidence back up."

"I can help with that, I'm sure I can make friends with her."

Ratchet smiled. "Then I will assign you to the mission Bumblebee." If Bee couldn't make the femme relax and feel safe, then no one could. "But for now the best form of recovery is to allow her to recharge and for her to know she is safe."

Bumblebee nodded, lost in his thoughts as he turned to leave.

His curiosity had been spiked, not a difficult task, when Optimus had briefed him only a few days ago about the femme's arrival. He was one of the few on the base that the information would be shared with. Bumblebee wanted to know more about this mysterious femme. As of yet he did not know that she was a neutral, nor the true extent of her damages. But he wanted to know more, his spark ached with curiosity. No amount of information would be enough to subdue the instincts that were programmed in his processor.

Learning about the femme was going to be just another scouting mission, but with more compassion. He couldn't wait to start!

--

Ironhide was pacing his quarters, his processor working over time to sort out the events of the day. He had immediately gone to Optimus to report that the femme had awoken, but hadn't said anything else, he had too much to think about.

Memories from that fateful battle were clouding his thought process. He had lost many good soldiers that day; the whole army had suffered great loss. It had been a successful day though, and meeting the femme had been a mild setback, one that was quickly forgotten. He never thought that he would actually see her again, sending her away in the escape pod had been her only chance at survival, but the odds of her actually escaping had been slim to none. What else was he supposed to have done?

"She was lucky." He spoke out loud. He couldn't help but to admire the defenseless thing, she had made it very far, with most of the odds against her. "She's brave." He continued to think out loud. "She would have made a fine soldier, she makes up for her size with her amount of will." Ironhide decided that he would keep an optic on the little femme, even though she seemed perfectly capable of taking care of herself.


	9. Chapter 9

Hey you guys! Your feedback has been awsome, i thought i had my whole story line planned out but some of your ideas have led me to brainstorm new possabilities. Here's the new chapter!

Face Down Chapter 9

A few weeks passed, Burnout was slowly regaining her health. She had grown somewhat comfortable with the mech, Ratchet, and his assistant Bumblebee, who wasn't around often but made sure he paid special attention to her when he was.

She only came out of her personal recovery room whenever the medical room was empty save for Ratchet or Bumblebee, but she kept a watchful optic on any of the visitors. Coming to the careful conclusion that this was a much better place then the Decepticon med bay had been, and that the other Autobots were nothing like the horrific Decepticons.

Waking from a recharge cycle which to her delight were beginning to becoming farther and farther apart, she could almost stay online without any feeling of weariness for a whole six or seven hours. The femme stretched her newly rewired limbs, she was still covered in the sloppy patch job that she had received back on Cybertron, but now her circuits were tight and all of her wiring in place.

A familiar voice sounded from the main room, outside of her closed door. 'That's Optimus Prime.' She thought to herself, swinging her legs off of the bed and walking over to the door. She contemplated leaving her sanctuary, 'I need to get over myself.' She finally sighed as she activated the panel and watched the metal slid away, stepping through she quickly looked for Ratchet. His presence would offer her comfort.

As she walked out into the main room she had the feeling that she was interrupting something. Both mechs grew quiet as they looked over to her, a surprised but happy look forming on Ratchets faceplate.

"Burnout, how are you feeling?" Optimus spoke, kneeling down to her level. His optics were bright and cheerful, the femme couldn't help but smile at him.

"I haven't felt this good since…" She trailed off a moment, "since I was a sparkling."

"Well that means I'm doing my job." Ratchet responded, performing a quick scan of Burnout, pleased at the readings.

"And a fine job he is doing." Optimus praised, standing up and patting his CMO on the back. "I see he has found a replacement for your hand."

Burnout looked down at her newly replaced right hand and smiled, "I'm still getting used to it." She admitted while twirling her fingers a little clumsily.

Optimus grew silent for a moment and a distant look came over his features as his attention was drawn to his internal comm link. "Duty calls." He finally explained as he looked over to Ratchet, "May we continue this meeting another time?"

"I will let you know when I have some free time." The medic replied.

Burnout watched the leader exit then looked over to Ratchet. "I'm sorry that I interrupted you two."

Ratchet brushed away her apology, "Don't worry about it, we were just discussing some problems we were having with supply shipments. We have been trying to find suitable materials to use for repairs. Our scientist, Wheeljack, has been experimenting with chemical formulas since he arrived, we may be able to start production soon."

Burnout felt her spark quicken, 'maybe I could get better repairs if they find a suitable material.' she allowed a small glamour of hope to form in her processor, but only a small one.

Ratchet smiled down on the femme, at how much life had already begun to show through her run down form. He still couldn't even begin to process all that the poor thing had been put through.

"Have you accessed the World Wide Web yet and found an alt mode?" The CMO finally asked.

Burnout smiled, she had forgotten that she wanted to show him the vehicle that she chose. Excitement shot through her circuits and she quickly set her body into transforming to her chosen alt mode.

"What do you think?" She asked through her interior speakers, giving her engine a revve.

"I think it fits you perfectly." Ratchet commented as he admired the slick curves of her alt mode, a Lotus Elise. "You have good taste, the metal heads around here are going to be jealous."

Changing back, her smile even bigger at the medic's approval, she stood tall.

The boost in confidence was not missed by the observant Ratchet, "Would you like to help me around the med bay a little, the tasks are easy but it's always nice to have some company."

Burnout was more then happy to help and she quickly set herself to the tasks she was assigned to, humming a jaunty tune, and singing a line or two here and there.

Ratchet listened as his hands performed their designated tasks, "Where did you learn that song? I haven't heard anything like that in hundreds of years, and only in energon bars."

Burnout paused in her task, the action was not second nature to her like it was to Ratchet. "That's where I learned it, at an energon bar, in Iacon."

Ratchet paused and looked up at her, "You don't seem like the bar type."

The femme was silent a moment, memories slowly uncovering themselves. 'How much do I tell him?' "I worked at a bar for awhile, I learned a lot of songs, and I composed a lot more."

"Iacon, is that where you are from?" Ratchet continued cautiously, not wanting to push the femme too far.

"Yes." She whispered going back to her task.

They worked in silence for a while; Burnout was lost in her own thoughts. 'I really need to start telling him more, he obviously wants to help.' She glanced over at the medic; he was adding grease to one of his many tools. 'I just don't want to burden him with all of my baggage.'

The med bay was clean and Ratchet ordered Burnout to sit and drink some energon. He took a seat across from her and sipped at his own container.

"I never told you how I met Ironhide." The femme spoke up unexpectedly; she was looking into her cup watching the fluid swirl.

Ratchet sat beck in his chair and stared at Burnout, "I am curious, but I would never demand information like that out of you. I figure you will share whatever you feel comfortable sharing."

Burnout smiled up at him thankfully, then taking a deep breath, continued. "I met Ironhide during an Autobot attack back on Cybertron, I was a prisoner in the Decepticon main base. I was trying to escape during all of the commotion; it just so happened that him and his group was trying to get in through my chosen escape route. He thought I was a Decepticon, but quickly realized differently, thankfully my optics never changed. He ordered one of his soldiers to take me to an escape pod." She finished, resuming her observation of the liquid in her cup.

"That was a long time ago." Ratchet commented, "That battle was a ground breaking fight. Shortly after that the Allspark was launched into the cosmos. Did you remain in that escape pod after that?"

Burnout nodded, "Until I landed here."

Ratchet felt his jaw hinge grow slack, "You remained in that escape pod that whole time?" He knew he had repeated himself but he had to make sure he heard right and his audios were not shorted.

Burnout nodded her head sadly.

"You are an amazing femme Burnout." Ratchet commented looking her in the optics, Burnout wanted to look away but fought the erg; it was time for her to start getting over her fear.

"Why would you say that?"

"Because it is the truth. That battle was hundreds of earth years ago. You were in space, by yourself for a ridiculous amount of time. A lesser being would have deactivated." Ratchet was still looking at the femme, flabbergasted. "How did you do it?"

Burnout shrugged her shoulders, "I almost didn't." She replied quietly, "I was nearly off- line when Optimus Prime's voice came in over the communications. It took every ounce of my remaining energy to steer the pod this way."

Ratchet slowly reached over and gently patted her hand, "I have a lot of respect for you. All the damage you have received, the loneliness, the loss, and here you are still strong."

Burnout looked at him, shocked. 'How much does he know?'

Ratchet saw the worry cross over her features, "Your secrets are safe with me Burnout, don't ever forget that. If you need someone to talk to who will not judge, I'm always here."

Burnout was still a little guarded, "I would hate to burden you with my pain." She replied a little coldly.

"Burnout, I have watched Decepticon armies tear through Autobot lines, I have held comrades in my arms as they have died screaming. There is a mech in the next room who had his spark ripped out by the same monster who scarred your own spark case." He pointed to her deformed chest plate, "do not disrespect me by thinking I cannot handle a few more burdens."

Burnout was shocked into silence.

"You are fighting an internal battle, and your defenses are weak. By sharing your burdens you lighten your load and allow yourself the mobility to strengthen and heal. I do not just make repairs Burnout."

"I'll think about it." She whispered before standing up, "If you don't mind I think I'm going to recharge for a little while."

--

Ratchet sighed and stood up from the table after the femme left. Things had been quiet and he decided that his old friend needed attention in the next room. Flipping the light on, the medic walked over to the lifeless form of the fallen soldier.

"Jazz, old friend. Between you, Bee, and I, we would have this little femme all fixed up." Pulling over his workbench he silently set to the sad job of putting his friend back together. "But you are not with us."

Noise was suddenly picked up on his sensitive receivers, "Those slagging twins, I swear to Primus." He growled, grabbing the largest tool in the vicinity as he stood up and paced out into the repair room.

But nothing was amiss; there were no troublesome twins around. Feeling paranoid, Ratchet ran a scan across the area, looking for any recent energy signatures. Nothing.

Then he heard it again. Wheeling around in the direction of Burnout's recovery room, that was where the noise was coming from.

Dropping his 'weapon', he quickly made his way over to the door and opened it.

"No! Leave me alone!" The femme shrieked, Ratchet was going to respond but realized that she was calling out in a state of fritzed recharge. Unsure if he should activate her he stepped closer, she was still mumbling and he was curious about her words.

"No, stay away! You always make it hurt!" She shook her head roughly. "Stop, no Barricade! Go away from me please!"

Ratchet jerked away from the femme in surprise, 'How is Barricade involved in this?' He wondered, but before he could ponder the question much longer, the femme let out an audio shorting scream. Ratchet dived over Burnout and started to shake her shoulders.

"It's only a dream! Wake up Burnout!

Optics flashed online and with reactions he didn't think anyone possessed, never the less a neutral femme, a small fist shot out and throttled him square on the left cheek. Slightly dazed he looked back down at the femme, but she was gone.


	10. Chapter 10

Hey guys! Here's the next chapter, thank you for all of the support. Im still trying to brainstorm who I want to pair Burnout with, I think I'm going to go with my insticts though... Boy will it be a huge twist! But ya'll will have to be patient, it wont come for awhile:)

Face Down Chapter 10

Bumblebee had arrived at the base about an hour ago, he had just left Optimus Prime's office and was now making his way to the medical sector. He was humming to some earth music and was just preparing to activate the door panel when a strange noise echoed from inside.

'That's odd.' He thought to himself, stepping through the door just in time to see a small gray form dart into the shadows. "Ratchet?" He spoke through the silent com link.

The medic shot into the main room, a funny look on his faceplate, something between panic and confusion. "Wow, what happened to you? There's a pretty big dent on your faceplate." The yellow bot commented, striding over to him.

"We need to find Burnout, but I'm afraid she is scared out of her processor. I woke her from a nightmare and she over reacted." He explained rubbing the injury. "She probably thinks I am upset with her."

"Then maybe we should let her come out on her own time." Bumblebee offered.

Ratchet pondered the advice, "I think that is a good idea, Bee."

"Lets get you fixed up then. I'm impressed, she's got a pretty good right hook."

"Yeah, no kidding."

--

Burnout darted through the first open door she could find, not even noticing Bumblebees entrance.

'I'm in so much trouble. He must hate me now.' She shuddered to think what the consequences would be. 'Why was I so stupid? After all of the things Ratchet has done for me, I had to ruin it.'

She crouched under a table that had a massive white sheet over it, in her panic to find a hiding spot she failed to notice the lifeless body underneath it. She waited for someone to come looking for her but she heard nothing. 'They're not looking for me?' She peeked around the edge of the overlapping sheet, but saw nothing.

After awhile she decided that maybe she was safe, maybe Ratchet wasn't angry with her. But then again how many times had she fallen for that trick?

_"Come out Burnout, you've done nothing wrong." Barricade's voice would be soothing, she believed him; maybe she had not done anything undesired?_

_The femme would slowly emerge from her hiding spot and the mech would waste no farther time in snatching her up and dealing her punishment._

She had only fallen for the trick once, she never gave up her hiding spots after that.

But there was no one around, she was not being sought after. That relived and worried her at the same time, relived that maybe she was not in trouble, worried that maybe they just didn't care.

'Ratchet has done all of this work repairing me, of coarse he cares.' Her internal battle raged on as she cautiously started to come out from under the table, she didn't notice one of her jagged hinge joints snag on the white covering until the whole thing slid to the ground revealing the object it was concealing.

"Primus!" She gasped, standing slowly, untangling herself from the sheet. She cautiously walked toward the still form, climbing onto a bench to get a better view, the face that met hers sent her into a silent stupor.

'This is the mech that was in my vision! He had spoken with Crossfire!' She looked over his features, shocked at his dark optics, the visor was pulled back, but in her vision they had shone through the metal piece. Bright and full of life.

"Jazz." She whispered to herself. A noise caught her attention and she spun around, nearly falling from her perch.

"I'm sorry!" She blurted, "I didn't mean to disturb anything!" She leaped off of the stool and fell to the ground, "please don't be angry." She whispered.

Bumblebee was taken aback at the femmes actions. "Burnout, why would I be angry? I thought you knew me better then that?" Bee kneeled down and gently lifted her chin, "Besides, I'm sure Jazz appreciates the company."

Burnout felt a smile work its way onto her faceplate, how silly she had been to think Bumblebee would be angry with her. "I guess I overreacted."

"I'll say." Bumblebee laughed sitting down on the floor with her. "Can't wait to tell the others about how you dented Ratchet's faceplate, you're going to be the hero of the base!" The yellow bot continued, "I got a good data clip of it and everything."

Burnout smiled uneasily, "I didn't mean to hurt Ratchet like that." She stated, embarrassed.

"Don't sweat it, you didn't hurt that tough old mech, it takes a lot more then a punch to the faceplate to knock him down and out."

Burnout still felt bad, but relieved.

"So I see you've met Jazz." Bumblebee pointed out, keeping the conversation going, he never let silences lap for more then a few seconds.

Burnout nodded, "I've heard Ratchet mention him, and I think I've seen him before."

Bumblebee looked over at her quickly, "What do you mean?"

Burnout regretted her words, she should have kept the last statement to herself. "It may not have been him, probably another mech." She covered up quickly looking away from the intense optics of the yellow mech.

Bumblebee wasn't about to let her off that easily, but he new he had to take his time, one wrong question and the femme would crumple.

"Please Burnout, we all miss our friend greatly, any story that you may have about him would be wonderful to hear, even if you only think that it was him."

Burnout remained silent, how could she not tell him now? He was begging her to share her experience with Jazz. "Just don't go running around telling everyone. It's kind of personal."

Bumblebee smiled to her, "Your secret is safe with me." He promised, he could remain tight lipped if he chose to, and this was a femme he did not want to break trust with. Besides, it sounded like she was just being shy about some crazy night she had spent with the very friendly mech who had been with more femmes then Bumblebee cared to think about.

Burnout collected her thoughts before continuing, "I had a vision before I reactivated in the med bay. I was talking to friends that had perished back on Cybertron a very long time ago, Jazz showed up and explained that it was time for me to leave."

Bumblebee stared at her with wide optics, 'Does she know that her vitals flat lined only moments before Ratchet was able to hook her to tech support?' "You went to the matrix?" He asked, astounded, this was not a story about some crazy one night stand.

"I guess, I asked Crossfire but he said I couldn't stay." Burnout was saddened by the memory and she clutched her chest as her spark ached to hold her sparkling close again.

Bumblebee felt his optics grow wider yet, if possible. "You knew Crossfire?"

Burnout nodded, "He was a very good friend of mine." Then she added sadly, "I witnessed his death."

"Crossfire was a noble worrier," The yellow bot commented, "His story has been told many times, even though he never joined the Autobot ranks, he died for a noble cause." Bumblebee had heard the story many times but couldn't believe that this was the femme who had been in it, the femme that had been rescued so long ago and had transferred the data to that Autobot soldier. The story had been re told and re told, but had dead ended after she escaped on the pod, no one knew what happened to her.

Burnout thought she was going to fall apart, "He died protecting me Bumblebee. It was all my fault, I called on him for help. If I would have just kept quiet and gone along with the Decepticons, Crossfire would still be alive."

"Don't feel that way Burnout, Crossfire would have been very upset if you had disappeared without him knowing, he probably would have died trying to locate you. I'm sure given a second chance, he would have changed nothing." Bumblebee didn't want the femme to feel like everything was her fault, because it wasn't, all blame belonged on the Decepticons. "It is great that you got to see your friend again and Jazz. Too bad you never got to meet him when he was alive, he was something else."

"I wish you could have seen me before all of this." Burnout blurted before she could stop herself, throwing a hand over her mouth in embarrassment.

Bumblebee smiled at her, "Actually Burnout I can and you can see Jazz. If you transfer a data clip of yourself, I will send you one of Jazz."

Burnout smiled, "That's a good idea Bee!" She thought a moment searching for a clip from back when she was herself, happy and full of life. Smiling, she sent it over the wireless link. A vision of her dancing and singing on a table at the Rusty lug nut, all of the surrounding mechs were clapping and hollering in rhythm to her song. She had a huge smile on her faceplate and she sang loud and clear so that even the mechs in the farthest corners of the pub could hear her jaunty words.

Bumblebee smiled, "This is wonderful, you were very beautiful."

"Was." Burnout sighed, "the Decepticons changed all of that."

Bumblebee caught his blunder, "You still are beautiful, you are one of the most beautiful femmes I have ever seen. I see your beauty in the strength and will power that it must have taken to stand up to the Decepticons day in and day out. In how your optics flash when hope fills them. Don't ever let yourself think differently."

Burnout stuttered a moment, "That has to be the nicest thing anyone has ever told me." She finally choked out her vocal processor shorting a moment from emotion.

"Well someone has to tell you the truth, and I'm sure non of those cons ever saw you for who you really are."

Bumblebee stood up offering the femme a hand, she accepted.

"Why don't we get out of this stuffy base for a little while, it is a beautiful day outside."

Burnout's face lit up in excitement causing Bee to laugh. Burnout hadn't been anywhere outside of the medical wing, this was going to be an adventure. "I would love to Bee, I'll get to try out my alt mode."

"Let me find Sam and Mikaela first and let them know I'm going for a drive."

Burnout looked up to the yellow bot, he was only about a head taller, "What is a sam and mikaela?"

Bumblebee laughed, "I forgot you don't know anything about this planet yet."

Burnout shook her head, surfing the web had been a very odd experience, she didn't have a clue what she was looking at. Ratchet had helped her by telling her she needed to download earth's languages first, it didn't help much. She didn't know much about other life forms other then the mechanical ones she grew up around. These organics were a very strange race, she didn't even know where to start with trying to learn their customs.

Bumblebee went on to explain that earth is the home of a delicate organic ecosystem, and that the species called humans are the main population. He talked about the humans as they made their way through the huge base.

"They are really cool, strange at times, but cool." He concluded before stepping through a large door. Burnout had been careful to remain close to Bee, nervous about the other mechs, luckily they didn't run in to anyone.

Arriving at a smaller room which was down a separate hallway then the quarters for the Autobot soldiers, Bee waved her in. "Hey Bee!" A small male voice called from the floor, Burnout was surprised at how small the life form was.

"Who's your friend?" Another voice called, more feminine.

"This is Burnout." An odd disembodied voice sounded from a small device held in Sam's hand. Burnout realized that with Bee's vocal processor unable to be repaired, these humans could not hear him. 'Ratchet must have made them a device that can pick up the signal of the silent communications line.'

"Hi Burnout, I'm Mikaela! We've been excited to meet you." The female waved smiling up at Burnout, "And this is my boyfriend Sam."

Burnout looked at Bumblebee, "Boyfriend?"

"Like a spark mate, but not as serious."

Burnout nodded her understanding, "I am happy to meet you two, you are the first humans I have been introduced to so far."

Sam laughed, "So what do you think?" He opened out his arms and turned around.

Burnout smiled, "I thought I was little." She commented honestly, causing Bee and Mikaela to almost fall to the floor laughing, mainly because of the look on Sam's face

"I like her," Mikaela finally said, regaining her composure. "It will be nice to have some estrogen around here for a change."

Burnout looked at Bee again, "Ask Ratchet about that one, he can explain it better." Bee made a mental note to show Burnout the web site called 'google.'

"We were just getting ready to go out for a little and get some fresh air, I think Burnout needs some after being cooped up with Ratchet for the past few weeks. You two want to stick around here or come along."

Sam looked over at Mikaela who smiled, " We'll come, but I'm riding with her!" She answered pointing to the femme.

"Better make sure its okay with Burnout first." Bumblebee pointed out, looking over at the femme, unsure of what she would think about the idea.

"I would love for Mikaela to ride with me." She smiled down at the human, who was practically bursting with excitement.

"Well let's go!" Sam hollered jumping up to get Bee's attention. The yellow bot shifted and transformed into his alt mode, Burnout followed suit.

"Wow…" Was all Mikaela could get out as she walked over to the Lotus. Even if the paint was a little on the dull side, the car was beautiful.

"I'm excited to see what this things got." Burnout's voice rang through the speakers, "But I'll take it easy with you inside."

"Don't hold back for me, I'm just as crazy as some of those metal heads that call themselves Autobots!" She exclaimed while hopping into the drivers seat.

Tires squealed and engines roared, Bumblebee and Burnout were nothing but yellow and gray streaks racing through the base to get to the outside world.


	11. Chapter 11

Here's a quick call out to all of my wonderful reviewers: OptimusxElita4ever, Francesca Zatnik, Fae Child19, Elita One, xXsomeoneelseXx, Violet Light, Litahatchee, Master of Minds, Dragon260, vihnanime, justagirl0985, riah riddle, beesting08, Misao-CG, Silver Ruby. Wow! I hope I got every one! Face Down Chapter 11 

Ratchet was about to blow a gasket; he was beside himself with worry. Burnout was nowhere to be found and Bee was gone too. 'I hope they just went off somewhere, but I swear, I'll dismantle Bumblebee when he gets back.'

An idea struck him, 'this should have been my first thought.' Accessing his wireless communications link, he contacted Red Alert who was stationed in the control room today.

"Yes, Ratchet."

"Have you seen Bumblebee or the femme, Burnout, around?"

"Yes, they left a little over an hour ago. Sam and Mikaela were with them. They should be back soon-" he paused, "I've detected them on the radar, they should be back to base in about fifteen minuets."

"Thank you Red Alert."

"No problem. Oh and Ratch."

Ratchet paused.

"Don't be too harsh on the kid, he didn't mean any harm."

"He should have asked me before running off into the open with my patient."

"Sometimes it is easier to ask for forgiveness then for permission."

Ratchet was speechless as he disconnected the link, but still angry. 'Bumblebee was out of line to take Burnout out of my care.'

The medic waited for the two to arrive, his anger smoldering. The door hissed open, two smiling and laughing bots entered trailed by the two humans that were laughing just as hard.

Ratchet choked on his angry words when he saw the delight on Burnout's faceplate.

"I can't believe you beat Bumblebee! That was so intense!" Sam exclaimed.

"I'm no rookie when it comes to racing. My name is Burnout for a reason."

Bumblebee rolled his optics playfully, "I let you win."

Sam looked up at the yellow bot, "That's not what you were saying when you were eating her dust!"

"I thought you were on my side?" Bee retorted, playing hurt.

Mikaela and Sam laughed, "I am Bee, just gotta keep you honest."

Bumblebee looked over at Ratchet and instantly sobered, the medic was staring the group down, particularly Bee, "My office, now." He ordered the yellow mech.

"Sorry guys gotta go deal with Senior Cranky Pants." The bot commented making his way to the designated location.

Burnout watched a little nervously, "Did I get Bumblebee in trouble?"

Sam had a worried expression on his face, "I think he is in a little trouble, but it's not your fault."

"Don't worry Burnout, Ratchet just tends to be a little over protective of his charges. He was probably just worried about you." Mikaela added, "I'm guessing neither of you told him what you were up to before high tailing it out of here."

Burnout shook her head.

"That's all, he was just worried."

"You hungry Mikaela?" Sam piped in, wanting to be out of the med bay before spare parts started to fly.

"Yeah, starved." She looked up at Burnout, "Thanks for the ride, we'll see you around!"

Burnout watched them leave, she had a great time outside of the base, but she would just have to remember to be more responsible next time. She turned toward Ratchets office, the door was shut and no sound was escaping, 'Poor Bee, I didn't mean to get him in trouble.'

Feeling tiered from the race she decided to try and get some more recharge, hopefully any dreams of Barricade would stay away.

--

"I'm sorry Ratchet, I just wanted to cheer her up. She was so upset about injuring you, and I'm sure she's been feeling restless being cooped up in here all the time."

"I understand Bumblebee, but you know it's dangerous out there. Just tell me next time before you go running off, especially with Burnout, we don't know how strong she is yet."

"I'm not stupid, I wasn't going to lead her on some cross country drive, we just played around outside of the base. If a Decepticon managed to get that close to base, you would have more to worry about then Burnout overheating." Bee retorted, he wasn't usually this snappy toward his superiors, but he felt that Ratchet was really overreacting.

"Should I order you away from Burnout completely? If you can't respect my wishes, then don't help at all. All I ask is that your communication skills improve."

"Yes, sir." Bumblebee replied obediently, being away from Burnout was the last thing he wanted. She was like a little sister to him, he wanted her to be happy and at the same time he felt responsible for her. "I will remember your words in the future."

"Thank you Bumblebee, I appreciate your cooperation."

Bumblebee was preparing to leave but paused, "I have the data clip you asked for." He explained when Ratchet looked at him curiously.

"That was quick." The medic responded, "You really are the best at your job."

Bee smiled and felt his spark bulge with pride as he transferred the clip to Ratchet. He debated on sharing the discussion he had with the femme earlier about her vision but decided that it wasn't time yet.

Ratchet smiled as he played through the short segment, "The Rusty Lug Nut, I've almost forgotten what that place looked like. Looks like she was the star of the place."

"She was beautiful wasn't she?"

Ratchet agreed, "I'm going to do my damndest to put her back that way." The medic swore.

--

"How has Burnout been progressing?" Optimus Prime asked his CMO one evening while the two rested after a few practice rounds in the battle simulator.

"She is improving rapidly, I believe her health has almost fully returned."

"That is wonderful news Ratchet. Do you think she will be able to contribute to the Autobot team any time soon?"

"I am not positive about where her talents lie, Optimus. The only clues she has given me about what she has done in the past was her recount of an energon bar she worked at in Iacon. Not very promising if you're trying to work her into guard duty."

"I doubt she is programmed for a position such as that Ratchet. I believe though that there is a place for every member of this team, I do not want her to feel unneeded, or unwanted."

"She has been a major help on the medical unit, she is growing more comfortable around the more reserved Autobots. I fear the day she meets Sunstreaker and Sideswipe." Ratchet added offhandedly.

Optimus smiled, "That is good, has she mentioned anything else concerning her past?"

Ratchet shook his head, "Not much, I did question her about Barricade though. I could tell that the thoughts pained her, so I didn't push the issue. Should I mention that the Decepticon is still at large here on earth?"

"I would hate to ruin her growing confidence, I've noticed that she enjoys being out of the base, but then again it may be a good idea to warn her, at least to let her know that there are other Decepticons about."

Ratchet nodded and checked to see how long they had been resting, "Alright old man, ready for round three!?"

Optimus chuckled and was preparing to initiate the program when an alarm sounded.

"What is it Prowl?" Prime radioed in.

"There has been a breach of one of the main firewalls, it's a Decepticon signature, we're being hacked!"

Optimus shut down the training exercise and made for the door, "I need all technicians on deck!" He ordered both out loud and over the link to Prowl.

An announcement was made.

Burnout looked up at the intercom curiously, she had panicked at first when she heard the alarm, but the mech, Wheeljack, told her not to worry too much. The alarm had to do with the network security, not the base itself. She was in the middle of helping him scrub off a chemical that had splattered all over the scientist in one of his many experiments.

"Wheeljack, if it's a security breach concerning their computer systems, I may be able to help. Do you think I should go too?"

Just then Ratchet ran through the door looking stressed, "Decepticon activity has been detected, they have breached a main firewall." He explained while running to his own monitors and shutting everything down, disconnecting them from the main frame.

"Ratchet, Burnout here has just informed me that she has some knowledge about situations like this, she may be able to help." Wheeljack put in for the femme, volunteering her for the job, she looked over at him wide opticed.

Ratchet looked at her questioningly, 'she can explain later, for now we need all the help we can get.' "Let's go then!" He started for the door, Burnout close behind him.

Wheeljack watched them leave, "and I'll just sit here and let this acid eat away at my paint, maybe if I'm lucky they will be back in time before it starts to corrode my circuits." He thought out loud, nonchalantly.

--

"It's going to be crazy in there, you think you're ready for this." Ratchet questioned, pausing before opening the entrance to the control room.

"I'm not going to think about it, there's a firewall in need of repairing and a Decepticon that has to be kicked out of the network." She replied with more confidence then she felt. She had always been the hacker before, was she really going to be able to reverse roles in such short notice?

"All right then." Ratchet opened the doors and organized chaos met them.

"The pattern keeps changing, every time we counter it, it becomes something else!"

"They want to plant a virus, but so far we have inhibited their progress!"

"We won't be able to keep the firewalls up much longer!"

"Bring me to a monitor, I need to see the pattern." Burnout demanded, ignoring the chaos that would have over whelmed her had she paid it any heed.

Ratchet promptly snagged a mech and relayed her demands; the mech wanted to ague, saying that there wasn't enough time for this. "Give her a chance." Ratchet finally growled, and the mech obliged, pointing to an empty monitor.

Burnout recognized the pattern instantly; she could identify the work of Frenzy in her sleep. After watching the screen change and blink madly she was soon able to predict his movements. It was like a cyber sword fight, first you needed to predict your opponent's next move, and then you had to work on performing your own counter strikes. After a few minuets of typing codes and passwords that only she knew from her time spent in the clutches of the Decepticons, Burnout was soon advancing on the mad Decepticon.

Ratchet could do little more then look on in disbelief as the femme typed madly on the keyboard never taking her optics off the rapidly changing screen.

"I need someone to start rebuilding that firewall. Then when it is put back up, we need to change the codes to reinforce it." She was so wrapped up in her battle she hadn't noticed everything grow quiet in the previously hectic environment. Every mech in the room had stopped, none of them had gotten any where near as far as she had, it was truly a remarkable sight.

"You heard her!" Ratchet snapped, "someone get to work on that firewall!"

Burnout smiled, "I've almost got him out of the system." After a few more moments of struggling, the Decepticon throwing every one of his remaining tricks at her, Burnout leaned back in the seat with a sigh.

She missed the adrenalin rush of hacking into a network, but pleased to realize that pushing an attacker out was just as exciting. She was a little surprised by the fact that Frenzy had picked up on a few of her own tricks and adapted on her personal style. She remembered the day that was so long ago, but still felt like yesterday, that Burnout had gone from being the student to the teacher.

_"How did you do that?" A shocked Frenzy had stuttered at her one evening. She had successfully hacked the Decepticon mainframe shuffled some rather confidential information, then slipped out before the system even detected that there was an intruder._

"_Just like you told me, it's all technique. You gotta know just how far to stick you're nose in, where to push then where to pull. Taking opportunities when you see them, then know when to quit." Burnout had smiled sweetly. But she was actually upset with herself, Frenzy had still detected her presence, a mistake that could and probably would cost her life. That was if the Decepticon decided to turn her in. _

"_Well don't let me catch you doing it again, some important technicians are in the brig for that 'misplacement' of data. You're lucky I've been trying to get them out of there for the past year now, else I'd have you dismantled for that little stunt." Frenzy wouldn't admit it, she had done him a favor._

'_Oh don't worry, you won't catch me again.' She promised herself as the mech clattered away. 'Cant get in trouble if you don't get caught, and I don't plan on getting caught.' _

She turned to Ratchet, "Frenzy is a very powerful hacker, I'm surprised it took him so long to get as far as he did. We were lucky, I think he was distracted."

"How did you know that it was Frenzy who hacked the system?" Ratchet asked as calmness started to come over the technical group.

"I recognized his style. Just like any worrier, hackers have a type of style that they follow. A good hacker has many tricks to deal out and is always trying to find new ways to perform.. Frenzy really hasn't changed his style much, but he does have a tendency overpower a system with his speed and crafty ways."

Ratchet stared down at her in confusion and curiosity, "needless to say, there are a lot of things about you that we don't know yet."

Burnout nodded, suddenly feeling self conscious as the commotion started to calm down from the scare and all optics seemed to fall on her. "Can we get out of here now?" She whispered to Ratchet.

"Yes, but I think Optimus will want to speak with you first, this raises a lot of questions." Ratchet led her out into the hallway, "we are going to need you to be honest and confident." He explained, "I think it is time that you start telling us more about yourself."

Burnout didn't know how to respond, so she kept quiet.

"Do you think you can do that?" Ratchet asked, looking down at her.

"I think so." She whispered as they stopped and stood in front of a set of massive doors.

Ratchet smiled down at her, "You're a strong femme Burnout."

"Thank you Ratchet."

A/N: Okay, I know almost nothing about computers so that whole little firewall hacker scene was really difficult. So if you're like a complete techno guru please don't flame me… I really tried hard. But other then that I hope you guys liked this chapter! Thanks for the support!


	12. Chapter 12

Face Down Chapter 12 

Hey everyone! Very sorry for the slowness of my latest update. Thing's have been a little…Crazy, for lack of a better term. I went back and made some changes to the hacker scene in the previous chapter, hope it sounds better or at least not as Mary Sueish, _shudders at the thought_. And I fixed my Sunstreaker typo, there is an inside joke behind that one, guess it just kinda stuck… Well on with the next chapter! Oh and to make up for the update delay I am giving you guys 2 chapters! Yay!

Burnout sat quietly in a large chair in front of Optimus Prime who was also sitting, but in an even larger chair. Ratchet was next to her, a comforting presence. She hated offices, the desk, the pile of data logs in one corner, a stack of reports in another. But it wasn't just the office that she hated but the mechs that were always behind the desk.

_"Get in there!" A rough voice directed, followed by an even rougher shove. Burnout fell, sprawled out on the floor._

"_Pit spawned slagger." She growled, pulling herself to her feet._

"_Tsk, tsk. Such language."_

_Freezing, the femme turned in the direction of the voice. A massive shape was sitting on his throne in the shadows._

'_Megatron…' She thought._

'This is Optimus Prime, leader of the Autobots.' She silently told herself over and over. 'Ratchet is here, he would never let anything happen to me.' But her thoughts did little to reassure her racing spark, and she had to work hard at keeping dark memories from flooding her processor. Memories of unspeakable abuses.

"Are you okay Burnout? You seem upset." The powerful voice of Prime interrupted her from her uncontrollable thoughts.

"I'll be okay." She quickly answered, 'I think.' She then questioned. "Where do you want me to start?"

Optimus answered with his own question, "Where did you learn your exceptional skills with combating hackers? Ratchet says that you have only mentioned working at an energon pub in Iacon."

Burnout predicted this question, it seemed only natural that this would be his first topic of interest. "From a Decepticon named Frenzy, I threatened him with blackmail when I caught him medaling with the wiring of a mech in stasis lock that shouldn't have been. He taught me pretty much everything he knew." She paused wondering how the Autobot leader would react to what she was about to say. Who's to say she wouldn't do the same to them? "I then perfected my skills by constantly hacking into the Decepticon main frame and disrupting their base. I learned how to infiltrate firewalls without leaving a trace of my energy signature. On top of that I memorized the personal style of all of the Decepticon technicians." She smiled proudly to herself. "I know their strengths and weaknesses."

Optimus was impressed, her knowledge would be very useful in future attacks, not that he planned on any happening. If he could have everything go his way, there would be peace, but he had to be prepared.

"That is a very powerful skill that you posses Burnout, it takes a specially modeled processor to be able to store all of that information then use it all at warp speed. I believe you have a gift."

Burnout felt her optics widen, 'my audio's must be malfunctioning.'

"You're looking at me like I just formed a third optic, do you not believe me?"

Burnout nodded her head slowly, unsure of what to say next. "I'm just not used to all of this." She opened her arms out to take in her surroundings. "All of the kind words and friendly faces. I considered a compliment from Barric-" She stopped and shot a glance at Ratchet, she hadn't wanted to say names.

"Go ahead Burnout, anything you feel comfortable telling me is worthy for Optimus to hear."

Burnout sighed and continued, but didn't meet either Autobot's optics. "I considered a compliment from Barricade was if he didn't acknowledge me, that meant I must have done something right, or at least nothing wrong. He didn't have a reason to yell at me or do other things." She finished very quietly.

Both Optimus and Ratchet shuttered to think at what 'other things' the femme was implying.

"How long were you held prisoner with them, Ironhide mentioned that he had met you briefly when the Decepticon base had been over run, but that was a very long time ago." Optimus asked quietly. He wanted answers from the femme, he wanted to start to piece together who she was, but he knew that he had to be careful with her delicate mental state.

Burnout couldn't say how long she was held captive, not only did she simply not know that answer, but the knowledge pained her. She had hoped to be settled down with a spark mate by now, even with a sparkling. "I was very young when they took me, hardly out of my first century, I choose to not think about how long I spent at their mercy. All I know is that was not long compared to the amount of time I spent floating in space waiting for darkness to overcome me."

"I am saddened to think that the largest portion of your life was spent in fear, pain, and loneliness." Prime was also angered, 'Megatron had better be thankful that he is no longer alive, I would show him no mercy facing him in battle again.'

"There were some moments of happiness," She let her hand wander to her chest, her spark still ached from its loss. "Albeit short lived."

Ratchet noticed the movement and understood what she meant. "Your spark, does it still pain you?"

Optimus remained silent while Burnout found the courage to continue, Ratchet had spoken to him before about the fact that Burnout's spark had split. Where the sparkling was now, he couldn't even begin to process.

Burnout couldn't find the strength though, she looked over at Ratchet, shocked.

Ratchet read her question from the look on her faceplate. "I'm the CMO Burnout, I'd be a sorry excuse for a medical officer if I couldn't recognize the signs of a split spark."

The femme was still shocked, she felt violated. "That means you saw everything, my spark case, the scares, my spark." Her voice was hardly above a whisper as she finished the statement.

"Please understand that it is my job to examine places like that, you probably wouldn't be alive right now if I hadn't performed the necessary repairs. The wounds were sapping away at your energy source more then you could guess, even though they were old."

Burnout remained silent, she knew Ratchet was right, she knew the medic was only doing his job, but she still couldn't shake off her feeling of unease, the feeling of broken trust. After leaving the Decepticons she had vowed to herself to never allow anyone into her most personal spaces again, even if it meant welding her chest shut. She had hoped that Ratchet didn't know about her lost sparkling, it was a pain she didn't feel ready to discuss. She stated this bluntly, "I am not going to speak of my lost sparkling, it is a burden that I must carry. What is done is done."

"Would you mind sharing the name of the father?" Optimus spoke up softly, he knew it was a rude question but he was curious.

She wasn't sure if she wanted to answer that question either, but decided she might as well. "Barricade." She spoke the word with no emotion, not even hate. She was numb to it.

Ratchet nodded his head gently, he figured as much.

"Did he ever know?" Optimus continued.

Burnout shook her head slowly, and ever so quietly answered. "Megatron destroyed it before-" she choked on the words, her vocal transmitter freezing up.

"You're okay Burnout." Ratchet patted her hand reassuringly, "You don't have to talk about it anymore."

Burnout looked over at Ratchet, she wanted to talk about her past, she wanted to get it out into the open and lighten her load, but she didn't want to relive it. She feared all of the memories that she had worked so hard to bury, but Ratchet had warned her that if she let everything build up. Keep her pain and emotion bottled up, it may cause her to go into a complete system failure. "I want to talk about it, I'm just not brave enough to call forth and relive all of those horrible memories again." She whispered finally.

"What Ratchet may have been trying to say is, that might be enough for one day, you don't have to tell us everything in one sitting. There will be plenty of time for these discussions in the future."

Burnout knew at that moment why Optimus Prime was such a great leader, why everyone looked up to him and followed him with such dedication. His patience and understanding was limitless.

"What I would like to know, and the main reason for this meeting, is if you would be interested in taking on a shift in the control room. I think your skills would be appreciated." Optimus offered, directing the conversation elsewhere.

Burnout was stunned as she looked up at Optimus Prime, then to Ratchet for his approval. "Your choice. If you think you're going to be okay with it, I think you're ready."

Burnout smiled at Optimus, a feeling of relief washing over her. She hadn't realized that a feeling of uselessness had been clutching her, she hadn't realized that it was that very feeling that made her feel so depressed, especially with the Decepticons. She didn't have a place before, she was the odd man out. Well she had a place with the Decepticons, but it wasn't something she was proud of. That was about to change though, Optimus wanted her to help with the networking of the base, the computers, he wanted her to be apart of the team!

"When do I start?"

--

"Come on Burnout, pick up the pace, your falling behind!" A super advanced Camaro cackled over the communication lines.

"Hah! Falling behind? I was giving you a head start!" The newly rebuilt Burnout challenged, revving her engine and zipping past her friend and fellow racer.

Ratchet had fulfilled his oath and put together a new body for the femme. A spark transfer had been performed, but under one condition.

"_I want to keep my original spark case Ratchet."_

"_Why would you want that, I can construct a whole new one for you, don't you want to leave the past behind?"_

"_I do, but I don't want to forget who I am. My past is what made me, my scars remind me that it was all real. If I keep my old spark case, then I will always know why the Decepticons are so evil. If I forget, then I may fall into their trap again, I may learn to trust again."_

_Ratchet wanted to argue that it was important that she learn to trust, but how could he say that after all that she had been through? He should be glad that she had begun to trust him and the other Autobots as much as she had, he couldn't fault her for not wanting to trust others again, especially any Decepticons._

"_Alright Burnout, I will transfer your spark case also." _

"Just because you've got a new paint job doesn't mean I can't beat you still!" Bumblebee answered, downshifting and straining to catch up to the fast femme.

"You couldn't beat me before!" The femme shot back.

"Care if we join this little frolic through the park?" An unexpected voice asked through the comm link.

Bumblebee saw Burnout falter ahead of him at the sudden intrusion. He was quick to announce who the strange voice was.

"Hey, Sunstreaker! Where did you come from?!" Bee voiced back looking around for the yellow Lamborghini. "Where's your brother?"

"Oh he's coming, we were racing around earlier and he hit a pot hole in the road, bent his axle. He's too afraid to go see Ratchet after the paint bomb incident."

They all slowed then came to a stop as the red Lamborghini started to come into sight.

"Hey beautiful, I don't think we've met." The cocky Sunstreaker sidled up next to Burnout. "When did a femme make a landing?"

Burnout looked over at Bumblebee nervously who immediately stepped up to the plate. "Hey, lay off her Sunny. She's gone through a lot and doesn't need any mechs overheating their motherboards over her right now." He nudged the yellow Lamborghini over so he was out of the femmes personal space.

"Sorry, man. I didn't mean any harm." Sunstreaker put up his hands defensively, any other mech and he would have just pushed right back and replied with some rude remark. But not Bumblebee, the three of them were 'tight,' as humans put it. "But what's your name gorgeous?" He flashed her a dashing smile.

Burnout had to laugh, she knew who this mech was, and his brother, she decided to play along and be a little cocky herself. Lifting her chin, standing tall, she flashing her own breathtaking smile as she strutted up to the presumptuous mech. Bumblebee looked on, flabbergasted.

"Judging by the blinding shade of yellow, and the arrogant personality." She pointed out walking a circle around the transformed Lamborghini. Coming to face his front side she continued, "You must be Sunstreaker."

"Ah, my reputation proceeds me. I am honored. Do tell me, my nameless femme, where have you heard these marvelous things about me?"

Burnout laughed, then stated flatly, all signs of her previous sauciness gone. "My name is Burnout, and I get my information from the one and only Ratchet."

If it were possible for a transformers faceplate to pale, Sunny's did so, to the great amusement of both Bumblebee and Burnout.

"What did I miss, and who's she?" The voice from a red lambo spoke up as he pulled into the group.

"Nothing Sides." Sunstreaker growled causing Bee and the femme to laugh even harder.

Upon seeing Sideswipe's limping form, Burnout quickly sobered. "I see you're having some axle problems." She pointed out, his right leg was jutting out awkwardly from his hip joint.

"Yeah, Hatchet's gonna have my skid plate for this one, I'm still in huge trouble from last week."

"Was that you who painted Ratchet that hideous green color?" Burnout inquired, crossing her arms.

"Sure was, the description was something like guacamole."

Bumblebee made a retching sound and pointed a finger at his mouth, an action picked up by Sam that described anything disgusting.

"Well I was going to offer to try and fix you, but I don't know now." Burnout explained looking the red mech over. He went to protest, but she cut him off. "I mean, what a horrible choice of a color, you two couldn't do any better then that? If I fix you, you have to promise me that you will pick a better color next time, like _lime_ green or something."

The three mechs were stunned silent, looks were exchanged, then Sunny broke the silence as he started to laugh, joined in by Bee, then Sides.

"I like her." Sunny tittered, "we should have you help us plan our next attack on Ironhide."

"Who is she?" Sides asked still at a lose by the unidentified femme.

"Burnout." The femme offered stepping up to the lame mech. "Why don't you sit down and I'll have a look at that leg."

A/N: Yay! Burnout is rebuilt! And now she has met the infamous Sunny and Sides! Okay, I went back like 100 times to make sure I didn't put Sunchaser instead of Sunstreaker… that was such a stupid mistake, I really wanted to dig a hole and die with that one. But oh well, slag happens right? Thanks for the support everyone!


	13. Chapter 13

Face Down Chapter 13 

Burnout was always busy, between helping Ratchet in the med bay and taking on shifts in the control room, she quickly regained most of her confidence around all of the Autobots. She laughed at their vulgar jokes, and tactfully turned down any advances when thoughts of being more then just friends formed in anyone's processor. But to her surprise, the few mechs that knew even a little of her background took extra care to keep a close optic on her. So even when the high grade began to flow she would find herself under the watchful gaze of Ironhide, Bee, Ratchet, or even Optimus Prime himself.

Knowing that she was always being guarded helped put her at ease whenever things got out of hand, 'I'm the only femme around, of coarse their going to be a little hot headed around me, especially once the high grade takes a hold of their systems.'

One night, after a particularly successful scouting mission on a neighboring planet, a rich energy line had been discovered. The group was in a charged mood, and Burnout wanted to be a part of the excitement.

Climbing up onto one of the tables in the recreation room, she whistled loudly catching everyone's attention. "How about a song to kick off our celebration?!" She asked the crowd loudly. She suddenly felt nervous as she looked from face to face, it had been a _long_ time since she had stood in front of a group and sung.

The mechs looked from one to the other, smiles forming on their already carefree faceplates.

"Let's hear it Burnout!"

"Show us what you've got!"

'Oh, boy. What have I gotten myself into this time?' She thought to herself as her nervousness grew. Deciding to start with a well-known tune that she would bet her spark that everyone in the area had heard before, she began to sing. The first verse was weak, she hadn't used her vocals like that in a very long time, but she quickly strengthened. By the end of the song every mech was standing, dancing, or clapping their hands in time with the beat.

Requests were fulfilled and Burnout soon found herself carried away in the energy of having a live audience again. A group of beings that truly enjoyed listening and watching her. It was just like life back on Cybertron, before the war, before the Decepticons had kidnapped her, and before everyone had been pushed back into the farthest reaches of space.

The night wore on and Burnout felt her vocal transmitter start to crackle, "Alright you guys, one last song and I'm spent, any requests?" She looked around hopeful. A mech in the back of the room stood up.

"How about the song for Crossfire and the femme he had tried to save?"

Burnout was shocked into full alertness, "I'm sorry but I don't think I know that one." She explained guardedly.

Bumblebee stood up then; he had remained sober the whole night. "I don't think you do either Burnout. If you don't mind, I have a recording that I can play for them."

Burnout nodded to Bee, "I would love to hear it." He gave her a knowing look, he knew that Crossfire and her had been close, the retelling of his heroic battle would be hard for her.

Bumblebee came to the front as Burnout sat down; he sorted through a few data clips until he found the right one. Burnout listened to the words intently; she recognized the events as she had shown them to the mech who had helped her escape. She couldn't help but smile, whoever had composed the lyrics had done a good job at recreating the events of that fateful night. The song had been nicely done, but Burnout decided that she would work on creating her own retelling of the incident.

--

Burnout ducked under a heavy fist set on throttling her, stepping nimbly to the side as the lumbering mech turned to start his next attack. Narrowing her optics on the pressure point she was set on striking, understanding that this would be her only way to get out of this battle, she fainted a lunge to the left, and spun to the right. But to her discouragement her attacker predicted this and she was put back on the defensive again.

Ducking a few more swings and narrowly avoiding a leg that swept out to trip her, she decided it was time to make her move. Using her speed and agility to her advantage she darted around the black mech and launched onto his back, scoring a solid hit to the side of his head and using the needed pressure to bring the mech to his knees.

Leaping off of Ironhide the femme whooped in glee, "I did it! Finally! After what, a thousand tries?"

Ironhide shook himself; easily regaining his senses from the femme's solid hit. He liked how she didn't hold back anymore. "Good job, that was better." The weapons specialist complimented, gruffly. "You still have a lot of work ahead of you, so don't let this little win get to your head." He was quick to throw in; he would have to put her back in her place during their next bout. Gently of coarse… Optimus had given the mech a three hour-long lecture about training the recovering femme. It needed to be done, and only he was skilled enough to know how far to push her and how hard.

Burnout rolled her optics, she wouldn't let Ironhide's statement bother her, 'I beat him!' It was a rare victory and she always made sure to soak up as much glory as she could. 'It's a bonus that I got a complement too.'

"That's probably enough for today, I need to do some work around here."

Burnout didn't want to leave yet though, she had nowhere else to be. "Is there anything that I could help you with? I don't need to be at the control room for another three hours and I don't feel like spending that time in the med bay."

Ironhide wasn't too sure if he felt like entertaining the femme for the next 3 hours all because she didn't feel like leaving. But he decided that she really wasn't all that annoying, the femme was actually starting to grow on him a little. He would never admit to it though. He led her to the back of the large exercise hall.

"Wow, I didn't know all of this was back here." She commented at all of the large doorways that were hidden in shadow.

"It's storage. Figure if you're so willing to do something, might as well start sorting out what all we got packed away." Ironhide explained as he opened a door and activated the lights. Burnout peeked around the mech curiously.

"Those are a lot of guns." She observed, optics wide.

Ironhide just chuckled at her blunt statement of the obvious. 'Strange,' he thought to himself, 'its so easy to be nice and calm with her.' He had been nervous to take on this task, teaching the seemingly defenseless and highly sensitive femme hand-to-hand combat. Being calm and patient was not in his programming, he had been worried that he would loose it with the femme and end up scaring the slag out of her. But he soon found that he had little reason to loose his temper with Burnout. For the most part she was a hard working student, she learned quick, and used her processor. Qualities he found rare even in many of the mechs that he often taught back on Cybertron.

"So what exactly are we supposed to do with all of these?" She asked stepping into the room and examining a damaged plasma cannon carefully.

"We need to take stock of everything, figure out what can be salvaged and what needs to be scraped. Weapons that have hope of being used again will need to be repaired and cleaned."

Burnout's mouth formed an 'O' as she thought about what the mech said. "So what's this?"

"That's a plasma cannon." Ironhide was becoming more amused by the moment. She knew nothing about weaponry. He watched her as she walked down the rows formed by discarded weapons, some not much smaller then herself, others much bigger. 'Good thing she doesn't want to learn how to shoot anything, I would have to build her a specially made weapon. The kickback on any one of these guns would probably launch her back to Cybertron.'

"Why don't you handle the data log for now until you get more familiar with everything." The mech offered as she looked back at him, overwhelmed.

"That seems like a good idea." Burnout eagerly agreed.

--

Still unable to tell the difference between a plasma cannon and a rocket launcher, Burnout just nodded her head in understanding as Ironhide went on and on about the special features of his own personal artillery and how they surpassed any of the technology in this room. She should have foreseen weapons being the only choice of conversation when she offered to help Ironhide; he was the weapons specialist after all.

They were silent for a while and Burnout started to hum a song spontaneously, it was an old habit that she had lost when she was kidnapped, she was starting to pick it back up again now that she was around friends.

Ironhide glanced over at her from the gun he was examining. "You sing good." He complimented a little awkwardly. He did not offer praise often, especially outside of battle and training. But the femme had put on a pleasing performance the evening before. "I'm not one to indulge in the arts, but I must admit it was nice to hear all of those old songs again."

Burnout felt a little shocked at first, she knew ovation from the mech was few and far between, 'two in one day, someone is in a good mood.' She thought. "Thank you Ironhide, that means a lot to me. I haven't done anything like that since I was captured, I didn't have the spark. Who would have listened anyways?"

"None of those fragged up cons that's for sure." Ironhide continued to examine the gun. It was ruined. "Scrap." He commented throwing it to the side into the growing scrap heap.

--

Burnout was bored out of her CPU, she had the graveyard shift, and the control room was empty at this time. This was the least favored time slot to work, so being the 'newbie' she got it. Not to mention that it was the slowest time so she could adapt to the controls and get used to how everything operated.

Her main goal was to keep the mainframe clear of any glitches and keep it flowing smoothly. The whole base depended on that. Since it was always so slow at night, Burnout also needed to monitor who was coming and going. Confirm identities and keep an eye on the radar. Any suspicious sightings, behavior, or anything unidentifiable was to be called into the guards immediately.

It seemed that everyone was still hung over from the previous night; no one was up and about. Sunny and Sides were even no where to be found, they were always a never ending source of entertainment to watch on the security cameras, especially when they knew she was working.

Sighing heavily, she sank down into the uncomfortable chair. She figured they made it that way to keep a mech awake while doing this shift specifically.

"That bad, huh?" A voice asked coming from the main entrance.

Burnout turned to see the blue frame of Red Alert. "It's just slow, you're here early." She observed.

Red Alert shrugged his shoulders and took up his seat next to hers. "Wanted to get in here before things got noisy and crowded. I like to do some research in peace, mornings are the only times this place is quiet."

"Hard to imagine, I assumed the control room was always chaotic, especially since my first encounter was in the middle of an attack. Honestly thought there would be more to do."

"We're not battling Decepticons at every corner. Once we all get to know you better we can add you into the support team, they're always working on technological advances and ways to improve the system." The mech explained. "But for now you gotta work you're way up the ladder starting from the bottom. Although you're better off then most who are just starting, yanking the hacker out of the network got your foot right in the door."

"Well that's good to know. Do you have the new schedules?" Burnout wanted to know how much longer she would have to deal with this seemingly meaningless time slot.

"Prowl should have posted them a little while ago." Red Alert answered, booting up the monitor beside hers.

Burnout looked through her personal emails, opening the file that contained the data she was interested in. "Thank Primus he moved me to an evening slot, I can't stand this solitude."

Red Alert chuckled. "Optimus has made it a rule that no one be allowed to stay on the graveyard shift for more then a few weeks at a time, says it makes their processor fritz. Understandable."

--

Having done nothing all night, Burnout was not ready to return to her quarters and initiate a recharge cycle. She knew she would just lie there waiting for her processor to shut down, but it never would. Not to mention that her cycles were still occasionally visited by unwanted visions from her past.

Opting to go for a drive in the morning stillness, Burnout quickly made for the exit after being relieved from her shift.

'Maybe I'll go find Bumblebee and see what he is up to?' She decided, racing down the entrance roads that eventually lead to the interstate. The roads were well hidden; Hound had even set up a few hologram projections to help camouflage the side streets. Illusions of continued fencing or rocky cliffs were enough to detract any curious humans.

Within a reasonable amount of time Burnout relaxed into the flow of local traffic, enjoying the rush of pavement beneath her and the oxygen rich air pumping through her intake. She wasn't aiming for any particular location at the moment, just a peaceful drive. There was time enough to locate Bee.

A/N: This was kinda just a filler chapter, mainly just to show that Burnout is getting more and more comfortable with her new family. Nothing really special, hope you guys like it anyways. Things will get a little more interesting here soon, don't worry!


	14. Chapter 14

Face Down Chapter 14 

A/N: Jesus Christ on a merry-go-round! 99 reviews you guys! You don't know how freaked I was when I saw that. Thanks a million!

On to the next chapter!

Finding the roads that lead to Tranquility with ease, Burnout sped along the interstate. Hardly paying attention to any of the human speed limit laws. Only when she detected the signal from a local law enforcer's 'radar gun' did she slow down to the necessary speed. It really was an annoyance, but Optimus Prime had made it very clear that she, along with all the other Autobots, abide by their new home's laws.

Checking the day and time, Burnout concluded that the two humans, Sam and Mikaela, were just getting to their place of education that they so lovingly referred to as 'school.'

'Which means Bee will be there.' She thought as she pulled off the main highway and into the small town of Tranquility. She was careful to start up her hologram that Hound had helped her learn how to use. Entering the town, she took her time. This was her first visit to Tranquility, this was actually her first time in a human development and she wanted to take in all that there was to see.

Eventually making it over to the high school, Bee contacted her before she even turned into the student parking lot. He issued a greeting then a mental question mark.

"I was bored and needed some fresh air." She explained, pulling up beside him.

"And you decide to grace me with your presence, I'm honored." Bumblebee joked.

They talked idly for a large portion of the day, the only time they paused in their discussion was when the parking lot security guard came by and put a note on her windshield.

"Damn kids should know by now that they need a parking permit before they can start parking their vehicles here." He grumbled, "Nice car though, little snob's parents must be loaded."

Bumblebee chuckled, "You don't know how many times I've been chased by that guy, then it's really funny when he confronts Sam about leaving school early."

Burnout laughed, she could imagine the confused boy trying to explain that he had been at school the whole time.

"It's a good thing his parents know about us, he would probably be in trouble a lot. If you thought the wrath of Ironhide or Ratchet was bad, wait till you piss of a pair of human parents."

--

"Isn't that Burnout?" Mikaela pointed out the light blue Lotus with a pretty dirty blonde woman, maybe in her mid twenties, sitting on the hood. The image waved to the two, signaling them to come over. A sun-bleached blond was standing next to her; he had long messy locks that Mikaela always described as the 'surfer look.'

"This is a surprise." Sam smiled to their friends.

"So we get the pleasure of hanging out with you this afternoon?" Mikaela asked the femme's hologram, eyes sparkling. She liked Burnout a lot, the base was much more welcoming to her now that there was another female for her to spend some time with. The mechs are great and all, but they were still mechs.

"Burnout was tired of being cooped up at base and decided to come pay us a visit." Bee explained to the humans.

"Not that we are much more interesting, especially on a Monday night." Sam complained.

Mikaela laughed, "that's right, you've got a history report to finish, you could have been smart like me and got it over and done with a week ago."

"Does this mean you're not going to help me at the library today?" The boy whined.

Mikaela nodded her head; "I'm going to hang out with Burnout, if that's okay of coarse?" She shot the hologram a questioning look.

Burnout laughed, "of coarse."

--

"Sam didn't seem too happy about you leaving him." Burnout commented as they pulled up to a building Mikaela had referred to as 'the mall'.

"Well he needs to learn to do some things on his own, he's so clingy, I just want to get away at times." Mikaela responded a little defensively. She knew that this was a problem in their relationship, but she didn't know how to confront it yet.

Sensing that Mikaela didn't want to continue this matter Burnout changed the subject; she understood first hand what it was like to not want to talk about something. "So what exactly is this place?"

"It's where us humans go shopping, well, one of the places. It's also where people my age like to hang out and spend time with each other." Mikaela explained as she checked her hair and makeup in the visor mirror.

They walked around the mall for awhile, Burnout in her hologram form of coarse, Mikaela explained that she didn't have any money at the moment so they were going to 'window shop.' Going from store to store, Mikaela took pleasure in dressing Burnout up in all sorts of stylish outfits. At first Burnout was beyond confused about all of the different garments and underclothes, but after a few lessons from the very patient and knowledgeable Mikaela, the blonde hologram was soon laughing and picking out clothes for Mikaela to wear.

"I'm going to have to come back next week and buy that last outfit you created for me, that was really cute. You have a good taste of style."

Burnout laughed, unsure of what a taste of style meant, but she had a little notion of the phrase's meaning.

Mikaela suddenly groaned, causing Burnout to look over at her in alarm. "Are you all right Mikaela?"

"Yeah, I just saw someone who I did not want to see, and I'm afraid he saw us."

Burnout looked around, she spotted a group of males about the same age as Sam. They were all standing around a large SUV.

"That's Trent and his gang. He's an ex boyfriend of mine. I ditched him for Sam after the Mission City battle." Mikaela explained. "He's never gotten over the fact that I dumped him, he's too proud."

"Hey Mikaela! Why don't you introduce us to your friend?!" One of the boys hollered.

"She's not interested in any of you, she's way out of your league boys!" Mikaela shouted back, continuing to walk to Burnout's vehicle form.

One of them started to jog over, "Oh, boy. Here comes Trent." Mikaela sighed.

Mikaela stepped between the approaching Trent and Burnout, but Trent just rudely moved her out of the way. " Names Trent, it's a pleasure to meet you." He shoved his hand in front of Burnout's confused face.

Burnout didn't take his hand; it was a gesture she hadn't learned about and didn't know how to respond to. "Why were you so rude to Mikaela?" She asked instead.

Trent stared back at the blonde femme, "Me and Mik go a long way back, she knows I was just playing around." He covered for his actions.

Mikaela snorted and Trent looked over at her, "What's so funny Mikaela. Where's your little dork boyfriend? I think he's long overdue for me to bust his ass." Mikaela's eyes grew wide for a moment.

"You know Mikaela, I think Sam is more of a man then this overgrown sparkling. At least Sam appreciates what he's got and shows way more respect towards you and your friends." Burnout looked at Trent, he was about to retaliate. "Don't waste your breath." She growled taking a hold of Mikaela's arm and making their way back to the Lotus.

Trent looked on, anger smoldering. 'What is it with all of these females?' he asked himself. 'Am I getting ugly?' The thought shot shivers down his spin. 'Nah! Not me. But what the hell is a sparkling?' He pondered the question for only a few moments as his short attention span was drawn elsewhere.

--

Mikaela decided that after the run in with Trent, they needed a little peace and quiet. She suggested the Look Out. Burnout obliged, so far everything that Mikaela had offered had been a great idea, and the femme was having a wonderful time out in the vast world of humans.

The Lookout tranquil and Burnout liked it immediately. She stared off into the distance, the spot offered a wonderful view of the small town and its surrounding scenery.

"It's safe for you to transform up here, the others do it all the time, even Optimus."

Burnout did so as Mikaela watched, "No matter how many times I witness that, it still amazes me. Is it painful to transform?" The human inquired curiously.

Burnout thought about the question, "Only if there is something wrong, everything fits a certain way and if one part is out of place then our whole body has to reconfigure around that misalignment."

Mikaela nodded in understanding. "That's like our bodies. If we have a vertebra out in our spine, our whole body has to adjust so that it can keep functioning."

They remained silent for a while, just enjoying the beauty and peacefulness.

Words were not needed in a place like this, and as the sun disappeared and darkness over came them, Burnout wished she could stay there forever, 'with friends of coarse.' She looked over at Mikaela, who turned and smiled at her.

"Well, curfew calls." The teenager sighed, standing up and stretching. "I don't want to leave, but it's a school night. And unlike Sam, I can't just tell my parents that I have important government/alien stuff to attend to." She climbed into Burnout and they made their way back into town.

Navigating the access road back to town, Burnout suddenly sensed a presence that she hadn't felt in a very long time, but one she would never forget. Her spark suddenly leapt in what she assumed was fear. Headlights ahead of them put her on the defensive and she tuned into her radar.

"Think that's Bee?" Mikaela asked offhandedly.

"No, it's not. That's someone else." Burnout replied quietly, trying to hide her fear. She didn't want to say the worst and not have the vehicle be who she thought it was. 'What am I going to do?' She thought frantically, 'I can't let anything happen to Mikaela.'

The lights were getting closer and panic was rising in Burnout's circuits, so much that Mikaela felt it.

"There's something wrong, isn't there? Who is that!?" Mikaela demanded, putting on her seatbelt.

"I don't know what to do!" The femme thought out loud, frantically.

"Who is that!?" Mikaela asked again, her voice cracking.

Burnout suddenly gunned her engine when she was close enough to make a visual confirmation of the approaching vehicle. Mikaela shouted the transformers name, but her voice was hardly audible over the squeal of tires.

"Barricade!"

"I've never been able to outrun him." The femme made the mistake of blurting as they shot past the Decepticon. Blue lights flashed and headlights quickly filled the rear view mirrors.

Mikaela paled at the cars statement, "You can't out run him?" She shrieked.

"I can out maneuver him though!" Burnout hoped.

"He's gaining on us fast!" The terrified girl shouted. Burnout could sense the fear in the human, which didn't help her confidence at all.

"I can't turn anywhere, everything is a dead end!"

"He's going to try and spin you out!" Mikaela informed, but Burnout already knew this. She had tried so many times in the past to outrun the mech, only to be spun out and over run.

"Hang on, I'm turning around!" Burnout warned before executing a perfect 180, loosing hardly any momentum, shooting past their pursuer once again. She knew from experience that Barricade always packed way to much power then he needed; he never bothered to improve his maneuverability skills, only speed and muscle was important to him. To her pleasure, she watched the headlights spin around a couple of times as he tried to mirror the hairpin turn.

Turning off her lights, to Mikaela's bemusement, she quickly turned down a side street. It was a dead end, but she prayed to Primus that it would buy her some time to put out a signal for help.

"I've contacted Bumblebee, he is on his way. You stay here, I'm going to draw Barricade away from your location."

"But what about you?!" Mikaela asked concerned, "you said you couldn't outrun him!"

"Not when I'm too concerned for your safety." Burnout replied shooting off into the darkness, the human watched in horror as the police car roared past her friend, missing the femme by centimeters. She somehow managed to slip out of his grasp as the mech transformed, trying to get a hold of her. With a roar, he changed back into his alt mode and tore after Burnout again.

"This is all my fault!" Mikaela cried, running out into the street and watching the disappearing taillights. They were heading out of town, back towards the lookout. "Why didn't I just have her take me home?"

A/N: Evil laughter I hope you guys have a parachute; cause I think I just threw the ultimate cliffhanger at ya! I love leaving chapters open like that, it always makes one come back for mo! Oh and in case anyone is wondering, I don't plan on breaking up Sam and Mikaela. I was having some major relationship problems when I wrote this and thought I would add a little of my own drama. Hope you guys enjoyed the update!


	15. Chapter 15

Face Down Chapter 15

A/N: Okay, I wanted to update sooner, I felt kinda bad about ending the last chapter with such a horrible cliffhanger. OMG was it fun reading your reviews though! I had a few decisions I had to make with this chapter on where to go with the rest of the story... No turning back from here!

Burnout screamed in frustration as Barricade slammed into her rear bumper, not causing any damage or loss of control, just to play with her, showing her that he was hardly winded from their little race, while she on the other hand has giving it her all.

Not having the gearing or energy reserves as a battle-hardened transformer, the femme knew she was tiring, and fast. She felt her engine begin to shudder as she pushed it harder then what it was designed to handle. She could hear Barricade chuckle over the roar of their engines.

"Pull over Burnout, you know as well as I that you're caught." His voice spoke through the communications line.

Slamming on her brakes, she caught the Decepticon off guard; their collision jolted her forward. She rolled once as she transformed and landed on her feet, a move accomplished only after hours of drilling with Ironhide.

"Impressive," the larger mech complimented, stepping up next to the femme. "I see old Ratchet has done a fine job putting you back together." Barricade continued as he walked a circle around her. He went to run a hand down her smooth backside but the femme slinked away.

"Don't touch me," she growled.

"And you've been given upgrades." He chuckled in mock surprise at the femmes quick reactions.

He reached for her again; Burnout ducked away and knocked his hand to the side. "You were always full of games." He commented patiently, shooting out another hand and grabbing her wrist before she had a second moment to react. "I see some things never change." Pulling her toward him he continued, "I really thought you were off line, my spark actually ached for you, it was very odd."

Burnout snorted, "You don't have a spark." She spat, jerking her arm in a futile attempt to free herself. She was surprised by her fearlessness, after how apprehensive she was when she first arrived with the Autobots, who were good; she would have thought that her processor would melt down at being reunited with her past nightmare. Her spark was pounding but more from the exertion of their chase then terror.

Barricade chuckled, "It has been a long time since I've seen you, I have missed you Burnout."

"Missed tormenting me? Missed abusing me? I feel so appreciated," she hissed, continuing to struggle.

"But it's the truth. I thought you were gone, deactivated. After that battle so long ago, I returned to my quarters to find nothing but destruction. I couldn't remember where I had left you, if you had been locked up somewhere. For the first time I actually felt pain in my spark. The fact that you had been destroyed in such a mindless fashion, it made me think back to all of the things I put you through, all the torment I allowed and provoked."

Burnout stopped struggling and looked up at the mech, very confused. "You're a Decepticon, you do not reflect on your past wrong doings. What are you trying to say?" She was now feeling very suspicious. 'What is he going on about?'

Barricade didn't have an opportunity to answer; he had snapped his head to the side to see a set of headlights racing toward them. Burnout could hear the unmistakable roar of Bumblebee's engine.

"I didn't come here for a fight Burnout, but I may not be able to avoid one. You should leave."

Burnout suddenly realized that he had let her go, snapping her own head toward the mech, a look of pure confusion written across her faceplate. She wanted to ask why.

'Why is he just letting me go? Why did he come here if it wasn't to fight?' But she couldn't say it, her vocals had frozen. Her whole body became paralyzed by the look he gave her, he didn't glare at her, nor did his optics look at her with hunger and desire. No, they were sad. There was a sadness there for only a few moments as he looked at her, but as the sound of Bumblebee's engine roared closer, the battle-hardened Decepticon flooded back into them.

"Leave!" He growled, shoving her to the side, and getting into a defensive position.

Snapping out of her shock enough to realize that a battle was most likely about to erupt, one that she was going to be in the middle of, Burnout transformed and peeled away. But she wasn't going to leave, she couldn't, she had to stay and watch. 'He didn't come to fight.' She repeated to herself.

Burnout gasped as Bumblebee transformed and pounced on the Decepticon. "If you hurt her, I swear to Primus your death will be slow and painful!" The melaciousness in the yellow Autobot's voice made the femme's tank churn.

Barricade did not draw any weapons, he took the full force of Bumblebee's tackle, but he did nothing offensive. Rolling the yellow mech off of him he stated, "I did not come here to fight."

Bee jumped up, cannons blazing. "You expect me to believe your words? Where are the rest of your little Deceptiscum friends?"

Barricade growled at the insult, but still remained calm. "They are not here, I am alone. As I said, I did not come to fight."

Bumblebee did not lower his defenses a hair, every sensor was working double time to pick up on anything that could mean an ambush. He knew Burnout was still around, but she was safe for the time being. Optimus and Ironhide were on their way.

"Why did you come here then? This is Autobot territory."

"I came to ask for a truce."

Burnout felt her spark skip a beat, the contents of her tank nearly purged this time.

Bumblebee laughed. "A truce? How many times have we played that game in the past? The Decepticons pretend to want peace, then the moment they have the Autobots trust, you stab us in the back."

Barricade was loosing patience. "I'm not representing the Decepticon faction. I am asking for a truce between ME and the Autobots." He was clenching and unclenching his fists. Burnout knew he was itching for a fight, his limited patience was being tested.

"Why? So you can get all chummy with us, find out our secrets, then go and torment Burnout again? I don't think so. Besides, this is something you would need to take up with Optimus Prime. I follow his orders, as do the rest of the Autobots. We are enemies until he says otherwise."

Barricade didn't back down in the slightest. "I assume he is on his way, I will speak to him now."

Bumblebee didn't want anything to do with this, he did not want to be the one who arranged a meeting between his leader and a Decepticon, but he knew that Optimus would be very angry if Bee didn't allow for the meeting to happen. "Yes, he is en route to these coordinates."

Barricade smirked at the torment he was causing the yellow Autobot.

Burnout had had enough, she had to leave, she had to get out of there. She was too confused, too overwhelmed. She accepted a private transmission from Bumblebee, it was coordinates to Sam's location. He wanted her to pick the boy up and take the two humans back to base.

She drove back to the base at a speed the humans felt very uncomfortable traveling at, but she ignored their unease. Her processor was overloading with images, possabilities, and an unending flow of questions. 'Why would his spark ache? Why was I not more scared? Why does he want a truce? Did he really miss me? Why did he look so sad?' It went on and on.

By the time she made it to the hidden base, the femme almost couldn't even drive straight. The humans almost didn't make it out of her in time before she transformed.

--

Ratchet was waiting for Burnout in the med bay. He knew that she had encountered Barricade out in Tranquility, he had wanted to accompany Optimus and Ironhide, worried that Barricade had harmed her. But Optimus had told him to stay back, he didn't see a reason for the Decepticon to hurt the femme. If anything they would need to send out a search party. The thought of loosing Burnout to the Decepticons made his spark grow cold.

He stood up quickly when the doors hissed open revealing a very upset Burnout.

"Ratchet!" She called before catching sight of the medic.

The CMO sighed in relief at seeing the femme in one piece, no energon was leaking. She was safe. "Just take a deep breath. You're safe now." Ratchet soothed as he approached the stressed femme. She sank to the floor, optics unfocused. Ratchet remembered that this was how she was when she first came back online a year ago. She had been so shocked that she could hardly function.

"I allowed myself to believe that I would never see him again. I honestly didn't think he was here. Did you know?" She shot the medic a questioning look.

Ratchet stiffened, he knew he should have told her, he should have never sheltered her, lied to her by not telling her. "Yes," he answered sheepishly.

Burnout looked away, "I was the only one who didn't know, wasn't I?"

Oh, how he hated himself at this moment; would it have been better to have just told her? Maybe she would have been more prepared? "Yes." Was all he could say in response.

Burnout felt abandoned, she felt like such a weakling. Obviously they didn't think she had been strong enough to handle the knowledge of Barricade being around. Maybe they thought that if they ignored the fact, it would go away. Burnout was too exhausted to care, she was too confused, and too shocked.

"I don't know what to think. I feel like my whole world just fell apart. Again. I can't trust any one."

"I am sorry that you feel that way. We wanted you to be comfortable, we didn't want you to worry. It is a mistake that I fear we didn't catch soon enough. I am very sorry." Ratchet reached out, gently setting a large hand over her small one. "You have many friends here you can trust. Everyone cares so much about you, I think we have been a little over protective. I wish I would have told you sooner, then you could have been prepared for today."

"Nothing could have prepared me for today, Ratchet." Burnout remained silent for a few moments. "Now he knows I'm here, I can't leave the base." She looked up, meeting the medics optics. "I'm scared."

Ratchet wanted to dismantle every Decepticon he could find at that moment, the look of complete hopelessness that had overtaken Burnout's normally merry orbs, was enough to crush anyone's spark. He wanted to dismantle them piece by painful piece, then melt them down into a giant cube of scrape. Starting with Barricade.

"Don't ever forget what I just told you. You have many friends here that care immensely about you. They would have Barricade tore apart and reduced to nothing if he even looked at you funny. Your life is not ruined, we will find a way around this."

Burnout smiled weakly, how could she believe him? How could she believe any one? Alerts began to pop up, warning her that what limited amount of reserve energy she had was running down. Her vision was beginning to double and she felt processors of lesser importance beginning to shut down.

Ratchet knew she was fading, it didn't take a medic to see exhaustion at this stage. "You're spent; why don't I administer a sedative and bunk you in one of the recovery room? If Optimus wishes to speak with you it can wait until tomorrow."

Burnout nodded in agreement, she doubted she needed a sedative; she had been without recharge for far too long. The run from Barricade had about done her in, but she knew it would keep the nightmares away.

A/N: EEK! I rewrote this chapter at least 5 times. I'm still not completely satisfied with it but this was the best I could get it without making you guys wait a week… I hope to Primus you all enjoy it.


	16. Chapter 16

Thank you everyone for all of your wonderful reviews! Huge thanks to Litahatchee, your ideas and support have helped keep me going when I thought the dreaded authors block was coming upon me!

Face Down Chapter 16

"I doubt I will ever be able to trust him Sir." Burnout explained to Optimus Prime later on in the evening of the next day. They were sitting outside, enjoying the sight of the setting sun and the fresh air. Optimus understood that the confines of his office made the femme uneasy so he made a point to take their meeting out into the open. She would be nervous enough about the subject as it was.

"I would never expect you to, trust is a difficult thing to gain. Barricade hurt you; he hurt you in a way that made you almost incapable of ever trusting again. I, nor any of the others, would hold it against you if you never trusted that mech, we are proud of how far you have come as it is."

Burnout smiled at the leaders praise, Oprimus always had a way of making her feel better. His words were always soft and comforting.

"If it makes you feel any better, Barricade did not ask to be apart of the Autobot faction, he does not want anything to do with either side."

Burnout looked up at the leader in confusion. "What does he plan on doing then?"

Prime shrugged his shoulders, "Your guess is as good as mine. We're going to keep a close optic on him though." Optimus paused and looked down at the femme carefully. "I told him that he is welcome among us. I highly doubt Starscream will be pleased that the Decepticon deserted their cause, even if he did not join the Autobots. He may need our protection."

Burnout tensed for a moment; what if Barricade took Optimus up on the offer? What if he came into the base? 'I have friends that care about me and will keep me safe.' The vision of Barricade's saddened optics filled her mind's eye. _"I did not come here to fight."_

Sighing, the femme nodded her head. "I highly doubt he will come here on his own free will. He will probably off-line before he just walks through the main entrance. He's too proud."

"I believe you are right Burnout. I do not think you have anything to worry about, I would like to assume that Barricade will keep his distance."

Burnout hoped the same thing.

--

Bumblebee was waiting for her just outside the main gates. Burnout was feeling a little better, but her processor was still reeling. She tried to smile up at the yellow mech but the action was clearly forced.

Bee smiled back any ways and wrapped a comforting arm around her, not saying anything at first. She was thankful for the silence; the last thing she wanted was to discuss matters concerning Barricade farther.

"How about some energon in the recreation room?" He offered quietly.

Burnout sighed, "I don't know Bee, I was planning on going back to my quarters."

"It's sometimes better to confront your demons with the comfort of others nearby." The yellow bot pressed, guiding her in the direction of the rec room.

She knew Bee was right and allowed herself to be steered. Bee activated the door and Burnout froze when the strong voice of a dozen Autobot's called her name and cheered for her.

"To Burnout!" They called, and before the femme could complain, a jar of high grade was shoved into her hand and she was lifted up into the air.

"You guys!" She complained as she was carried to the front of the group, she realized that it was Sunny and Sides carrying her. They set her down on a chair that had been decorated to be a type of throne. "What is this all about?!"

"Hound was doing some research on the Internet and had read about these things called birthdays that humans celebrate every year." Sunstreaker explained.

"Then Bumblebee informed us that it was a year ago today that you were rebuilt. We decided that that was a kind of re birth for you. So we're celebrating your birthday!" Sideswipe continued.

"They also decided it would be a good time to see how well their refinery skills are and bust out with their own store of high grade." Bumblebee chuckled as the femme took a sip of the liquid she had been handed, and gaged.

Sunny and Sides laughed at the expression on the femmes faceplate. "Guess it's a little strong!"

"I'll say, a little over the top don't you think guys? What did you do, lace it with octane booster?" Burnout gasped, the liquid had burned going all the way down.

"We shall never tell!" The yellow mech boasted. "We'll take the secrete to the grave."

"More like to the pit." Burnout whispered, but the mechs closest to her, including the twins, still heard. Everyone laughed at the femmes come back.

Burnout was happy that she let herself be talked into going to the rec room instead of wallowing away in her own quarters. Everyone worked hard to cheer her up, earlier events were not even thought about, non the less mentioned.

She didn't know if it was late at night or early in the morning when she finally made it back to her quarters, she was a little tipsy and had to try the code more then once to activate her door panel. 'That is probably why everyone just crashes in the rec room after a party like that.' She chuckled to herself as she made her way to her recharge berth. She was passed out in moments.

--

The following week, Burnout pushed herself to stay busy. She took on a couple extra shifts and spent her spare time either in the practice rooms with Ironhide or in the med bay helping Ratchet. None of them spoke about the run in with the Decepticon, but Ratchet had been sure to make it known that he was there for her if she needed someone to talk to. Burnout didn't need any reassurance from the weapon's specialist; he would protect her from any of them just for the pleasure of destroying the monsters.

She worked hard to ignore the hurt that clutched her spark, the hurt caused by broken trust. Deep down she wanted to trust, she wanted to give second chances, it was in her programming. But trust was a dificult thing to gain back once it is broken. 'They were trying to protect me. They didn't want me to be hurt emotionally with the knowledge of Barricade still being around.' She was unsure if she would have felt any better being told the truth anyways. 'I think I would have been just as upset, I still would have been paranoid, and I probably wouldn't have stepped foot off of the base again.' She decided that it was better that she hadn't known, at least she had enjoyed the outside world for a little while. 'Now I'm a prisoner again. But instead of being locked inside _with_ what I most feared, I'm trapped inside because of what I fear outside.'

The encounter with Barricade had completely disrupted Burnout's sense of comfort and security, she found herself paranoid about other transformers coming through the main gates, or even approaching her. She expected Barricade to show up any day, but even with the paranoia, she found herself growing more and more confusion and even curiosity about what the Decepticon had told her.

Her survival had been based mainly on her ability to recognize what kind of a mood Barricade happened to be in. She knew when Barricade was telling the truth or when he was just saying something to get what he wanted. That evening by the look out, Barricade was in a rare mood. He had been trying his hardest to remain patient with Bumblebee, to get his point across in a civilized manner. Burnout had observed this, and it kept her up at night thinking about it.

'Did it really pain his spark to think that I had been destroyed? Did he really miss me?'

The only reason she thought these things was because of that look, an actual humble expression. He only had that expression on his faceplate a few times in the past. It was moments like those she almost believed that he really cared about her, that deep down he wanted to love, but didn't know how.

She couldn't get the questions to stop, she couldn't get her processor to quiet, and recharge was becoming more and more difficult to sink into. She debated on going to Ratchet and getting another sedative, but she feared becoming dependent. She didn't want her life to depend on some chemical.

--

'This will pass.' She thought to herself while working the main switchboard at her station. 'I'll bury the memories away again, it will be over soon.' She was experienced at hiding the pain; Primus knows she has done it nearly her whole life.

It had been a month since her encounter with the Decepticon and she was falling apart. All of the memories that she had spent what felt like her whole life trying to bury, were now forcing themselves up from the graves she had laid them to rest in. She was falling apart and she knew it, she tried hard to hide it, but you can't hide anything from your best friends, especially friends who care about you as much as Autobots do.

"Hey Burnout, you're not looking too good. You haven't picked up a virus or anything have you?" Burnout blinked and looked up from her screen, she had been dazing off into cyberspace.

"I've been better, I don't think it's a virus though." She answered the mech, she didn't even register who was speaking to her.

"Well you've been looking worse and worse over the past few weeks, we're worried about you."

Burnout shook her head and waved the mech away, "I'll be fine, just haven't been recharging as good as I should be. Nothing to get upset about."

"Ratchet wouldn't be too pleased if we just let you go. I know you've been avoiding him."

Burnout's mouth gaped open; she wanted to deny the statement but knew it was pointless. She had been avoiding Ratchet, she knew he would take one look at her and want an explanation. He would be disappointed in the lack of maintenance on her part, he would demand that she stay with him until her malfunctions were straightened out and she was back to being in good working order.

She hated to be a disappointment.

"I'm taking you to him personally, I will not let anyone under my command slip below optimum health. You are relived of your duties until Ratchet says you are fit for work again." She realized that this was her commander, below Optimus Prime and Prowl of coarse, Jetfire.

She sighed heavily, "All I need is recharge, and it's not worth bothering Ratchet over."

"That may be all you need, but obviously you're not getting it without help. Come on now, shut down you're monitor and let's get over to the med bay."

Burnout didn't bother putting up a fight; she knew the white mech was right. She needed help. Help that only Ratchet could offer, she just dreaded him seeing her like this. She was such a disappointment.

Burnout stood behind Jetfire as Ratchet made his way to the examination room from his office.

"Jetfire! What are you doing here?" Ratchet hardly ever saw the mech outside of the control room monitoring the database. It was a welcome surprise, he wished the mech would come out every once in a while and pay everyone a visit.

"I have a delivery." He answered smoothly, stepping to the side to reveal a downtrodden Burnout.

Ratchet crossed his arms over his chest, giving the femme a critical look. "I had wondered why you weren't coming around much anymore." He stepped up to her and put a gentle hand on her shoulder. "You thought I would be mad at you right?"

Burnout nodded, not meeting the medic's optics. Ratchet turned to the other mech. "Thank you Jetfire, for bringing her to me before she got any worse."

"We were getting worried, I had to do something." The mech smiled down at Burnout. "Sometimes we all need a good kick in the aft to put us back on the right track."

Burnout felt her spark lighten a little; she was surrounded by such good friends. 'Why did I ever think I would be a disappointment? Why would I think that Ratchet would be angry with me?' She felt worse about worrying everyone. She followed Ratchet as he directed her to one of the recovery rooms, it was almost like a second personal quarters, she was in there almost every other week.

"I'm not even going to lecture you, not now at least. You're too exhausted to listen to anything I would have to say." He explained while he hooked her up to the cryogenic regeneration machine, forcing her into stasis lock. "For now, rest is the best remedy."

A/N: Im not exactly sure what a cryogenic regeneration machine is but I read about it in this collection of Transformer stories. It didn't explain what it was but the Autobots wanted to hook Optimus up to it after he was nearly destroyed by Megatron. I thought it would be good for Burnout, kind of a super charged recharge to get her back on her feet quicker. Well I hope you all enjoyed the update! Thanks for the support!


	17. Chapter 17

Face Down Chapter 17

Barricade had remained at the look out for some time after the Autobots left. There was nowhere he needed to be, and he reported to no one. He was completely alone.

He had been by himself for awhile now. Losing his will to fight beside the Decepticons even before they had come to earth, he just didn't understand his resentment at the time. The seeds of doubt were planted back on Cybertron; they just needed time to grow. After the battle of Mission City, after watching his 'great' leader become destroyed by the object of the his greatest desires, Barricade finally realized how pointless this war had become.

Because of this war, he had lost everything. He had lost his home, he had lost his honor, and he had lost himself. Because of him and those who he had once stood beside, their race was now in the beginning stages of extinction. Only a handful of what used to be a mighty species where now left.

And they were still fighting. The Decepticons were still acting like mindless beings, only willing to follow the orders of the highest bidder, who now happened to be Starscream. That was a mech who was just as mindless, if not more, as the rest of the Decepticons, and now he was their leader. All he was interested in was having a faction to control, having a group to yell orders at.

Barricade shook his head sadly. 'How pathetic we have become.'

Looking up into the night sky, purple optics suddenly filled his mind's eye. That was something else he had lost because of the war, he had lost Burnout. Or more precisely, he had lost his ability to appreciate one like Burnout. He had lost his ability to love, period.

Before he had been enticed by greed and power, before he had answered Megatron's call, before he had become a battle hardened Decepticon, he had envisioned himself with a femme by his side, even with a family; he had known then what it was like to love. He had known then that a soft word could accomplish more than a command, that a gentle touch would get a better response then a forceful grab, and that love was something that you needed to gain, and not force upon another.

When he had first laid optics on the beautiful femme, back at that energon pub in Iacon, he had known then that he wanted her. He wanted her in a way he did not understand anymore, so he took her. Taking what one wanted was all that he knew anymore; he had long forgotten how to love, it was one of the first things he had deleted, an emotion he could not afford on the battlefield. He took her because he wanted her as his own, and he couldn't imagine someone else having her. He saw her as a prize, but was not sure of what he had to do to win it, so he stole it. He stole her.

Now he worked hard to smother the regrets of all the choices he had made in the past.

"_Decepticons do not have a spark. They do not reflect on their past wrong doings." _

'If I do not have a spark then why did it hurt so much to see her again? Why did it hurt to hear her voice speak those words? Why am I doing just as she said I could not? Why am I feeling regret?'

He had thought about her almost everyday after the battle on Cybertron. He had thought he lost her forever. Back then he was angry, he believed that someone had stolen her from him. But as time stretched on and the femme didn't show up, he came to the conclusion that she had either escaped or had been destroyed trying to run away. And that saddened him. Another feeling that confused the Decepticon, he had thought that emotion was deleted from his data file all together along with the ability to love. Although at the time he still didn't recognize either of the emotions, they only caused him uncertainty.

The thought of Burnout being destroyed in such a horrible, pointless manner was what triggered him to step back and take a look at the big picture. She was the seed of doubt that was planted in his processor. She was the reason he started to feel shameful about the evil deeds he had done in the past. She was the reason that he was now by himself. He did not blame her though, but he would never admit that he thanked her either. She showed him that there was more to life then this forsaken war; he was just too blind to see it back then.

Now for the first time in a long while, a small flicker of hope had lit his spark. Seeing her, repaired and whole had shown him that there was hope left. That even after being so close to death, after being broken, abused, and misplaced, as she was, life still goes on. One just needed to find the right path.

He just hoped that Starscream would remain too busy ordering around his growing army to take much notice in the police car's disappearance. Barricade felt that he needed more time to find what path he would take. A decision that would become extremely difficult if he was too busy worrying about getting his aft blown up by ex-comrades. At least now he didn't have to be too concerned about the Autobots.

He couldn't even begin to imagine what was in store for him next. He had no interest in joining the Autobots; he honestly had no interest in fighting at all. But what place did a lone Decepticon have in a world full of organic beings that still hardly knew that the alien race existed?By staying in the open he could almost guarantee getting his aft handed to him by Starscream or one of the other Decepticons. But he was not about to run for cover with the Autobrats either.

He was nothing but a lone Decepticon that was confused and lost. His spark was so corrupt that love hurt, his processor whirled in shame and regret, and his body tired from the long years of battle.

'Where do I belong?'

--

Optimus looked up from his never ending stack of data logs, it seemed like every branch of the U.S. Government had something they needed to tell him. He knew that was a ridiculous thought, only a select few knew about their existence. But either way, he felt like he never was able to do anything other then read logs and files.

"I am sorry to interrupt Sir," a blue mech apologized upon seeing Optimus buried deep in the data pads.

"Red Alert, at this point I'm thankful for any kind of distraction. What is it that you need to share with me?"

"Barricade has asked for a meeting with you. He claims to have important information that he wishes to share."

"I take it he is here then."

"He is just inside with heavy guard, we wouldn't let him past the main entrance until we spoke with you."

Optimus nodded, his men were very wise. "Send him in under a light guard, Ironhide should be enough. Keep the security cameras trained on him though, I mean on Ironhide; I would prefer that our guest not be obliterated before he even gets a chance to meet with me."

A grin spread across Red Alert's faceplate, Optimus knew his weapons specialist all too well. Ironhide was definitely more dangerous than the Decepticon, only a short-circuited glitch would try anything with an escort like the black mech.

"I will inform Ironhide and the control room. Where would you like to meet him? And who would you like stationed with you?"

"Have him brought directly here, Ironhide will be enough. I think between the two of us we can subdue Barricade should he try anything, but I highly doubt that he would."

"Yes, Sir." Red Alert saluted sharply and exited.

Optimus straightened his desk a little as he waited for the Decepticon, there was no way he would be able to muster the will power to concentrate on another data log when he knew Barricade would be seated in his office soon. Instead he took out a blank pad and laid it out, ready to take notes. He had no idea what the mech needed to say or even if this was some king of trap or scam, but he wanted to give the Decepticon the benefit of the doubt. He may have something useful to say.

The door hissed open and Prime looked up just in time to see the irritated face of Ironhide before the weapon's specialist stepped aside to admit the Decepticon, who looked rather smug, obviously taking great pleasure in the fact that Ironhide could not attack him.

He waved Barricade to sit, which the Decepticon refused defiantly, he wished to remain standing and be taller then the leader. The leader sat back and looked over his bridged fingers, elbows perched on his chair, a gesture that mocked the Decepticons own obstinate posture.

"It's been awhile, Barricade. Red Alert has informed me that you have information that you wish to pass along."

Barricade nodded his head and crossed his arms. "That is correct. I do have information. It seems that Starscream has come across a new, rather dangerous form of energy; he is trying to figure out how to refine it. He needs subjects to test out his experiments, find out what the new fuel's power and limitations are. I am offering a warning. He will take whoever he can get his hands on to fulfill his needs."

"Seems you should heed your own warning too Barricade. Starscream will be none too pleased to know that you have betrayed him; you are the only one that can fit in with the humans without looking too out of place, and because of that, you are useful to him."

Barricade smirked. "Not anymore Prime. He has recruited more Decepticons. Runamuck and Runabout are now among them. He is too busy trying to keep those two in line to worry about me."

"You hope. Don't turn your back on him, Barricade, he is not as blind as you may assume. Yes, he seems a little short in the circuitry at times, but he was once a renowned scientist and a very clever one at that. How else do you think he climbed as high in the ranks as he did?"

Barricade felt his curiosity spike; he wanted to know more about days on Cybertron back before the war, but he was not about to let himself get comfortable with the Autobot leader. "I am not worried about him, I can manage on my own. This was all that I wished to pass on, and what you do with the information is beyond me; I care not what you plan next."

"Very well. I will store everything and examine the data, a heads up will be sent out. I appreciate the warning." The leader stood up to let the Decepticon out. "My offer still stands, if you find yourself in a tight spot with your former faction, you can come here."

Barricade rolled his optics in annoyance. "I am still a Decepticon, Prime, I am just through with them and wish to no longer be a part of this war."

Optimus did not push the button to allow the con out. "Why then are you offering information that could undermine the plans of your former leader? For someone who is not interested in the war you seem to be stirring up a lot of slag."

Barricade was silent a moment. With a growl he punched the button himself. "I offered a warning, nothing more. Not everyone on your base is capable of looking after themselves." He walked out of the office, and Ironhide immediately made his presence known by stepping up beside the mech, keeping pace easily, cannon activated and ready.

"Interesting." Optimus thought out loud. He knew whom the Decepticon was referring to. "He was not giving a warning for us particularly, he was bidding us to take extra precaution in looking after Burnout." Optimus stored this observation away for future reference.

--

All of Barricade's sensors were on highest sensitivity as he followed the pit spawned Ironhide out of the base. How he hated this mech; nearly unbeatable in battle, and as old and crusty as his father's creator's father. He hated the mech mainly because he should have felt respect for the battle hardened warrior, but Barricade respected very few and instead of reverence he felt hate, and... Jealousy?

He couldn't help that he was a Decepticon and that he felt very vulnerable walking through the Autobot base. It seemed that everyone was watching him, waiting to pounce on him should he even twitch an optic wrong.

A slight scuffle behind him made Barricade turn around sharply; he didn't like anyone behind him, whether they were Autobot or Decepticon. It was a dirty trick to sneak up on someone from behind and attack, something even he would have never done on the battlefield.

Burnout had frozen in her tracks and was staring at him from a ways down the hall, shock was written clear as day on her faceplate. He assumed no one had informed her that he was in the base.

"Surprise." He mocked the femme and went to take a step toward her, the last thing he remembered was the end of a cannon knocking him on the side of his head, and how this was the very reason he hated someone being behind him.

"Did you really need to be that severe?" Burnout asked timidly as she inched up to the fallen Barricade, knowing he was out cold, but cautious none the less.

Ironhide had a smirk on his faceplate that would have put the twins to shame. "I would have rather loosed a few rounds on him, but Prime would have sent me to the brig, and I didn't feel like spending the night in there." He nudged the Decepticon with a foot. "He's going to be out for a while. Could you run and get a couple of the guards? I'd rather get his sorry aft out of here before he wakes up."

Burnout nodded and headed for the guard station. Finding someone to help Ironhide was a simple matter, once everyone regained their control enough to assist the mech. It seemed that the whole base had watched the incident in the hallway over the security cameras.

"You should have seen your face, Burnout, it was priceless." Sideswipe commented while trying to mimic Burnout's shocked expression when Ironhide had decked Barricade.

"You must have jumped a whole ten feet when Barricade spotted you!" Sunstreaker added.

"Sunny, I would have known if I jumped ten feet, for I would have hit my head on the ceiling."

The twins looked at each other, their faces contorting as they tried to hold back another fit of hysterics. "I'm sorry Burnout," Sides tittered. "You would have to jump a lot higher then ten feet to reach the ceiling." He put a hand on her shoulder.

"Not that you're short or anything," the yellow counterpart added. He loved to put fuel to the fire.

Burnout scrunched up her face in pretend rage aiming a punch at Side's arm that was still on her shoulder, then a kick at his yellow counterpart.

"Hey! All fun and games! We wouldn't like you any other way." Sunny covered, jumping behind his brother as Burnout went to make another round.

Unable to hold the raged filled expression for long around the twins, she couldn't help but to laugh at their comical personalities. Luckily she had run into them first before locking herself up in her quarters, prepared to wallow away in the memories that Barricade's presence seemed to ignite in her processor. She was off for the evening and did not know about Barricade's requested meeting with Optimus, seeing the mech had nearly caused her spark to stop. Thankfully Ironhide had been there to 'distract' the Decepticon.

Now the twins wouldn't let her out of their sight, they wanted to make sure she was completely back to her old self, even if it meant leaving their assigned posts early. "You're worth a night in the brig!" Sunstreaker laughed when the femme questioned their decision to spend time with her.

Too bad they couldn't distract her from her memory filled recharge cycles…


	18. Chapter 18

Face Down Chapter 18

Burnout stared at Ratchet with wide optics. The weight of his statement sinking into her processor. "It's starting again, the war, isn't it?" She whispered.

Ratchet set down the tool he had been repairing, a laser scalpel that had been damaged in it's most recent flight across the med bay. Its target, Sunstreaker.

"I'm sorry Burnout, but the war never really ended. As long as there are still Decepticons out there that want to try and rule the universe, we are obligated to fight back. It seems that is all that our lives have become. Fighting for the freedom of all sentient beings, it is an honorable existence, but a sad and tiring one."

"When will Optimus be leaving?" She was sorting through a recent delivery of supplies.

"He has dispatched scouts to investigate and sniff out the area first. It seems that Barricade had some solid information. Starscream has set up a new base with a definite operation underway. Optimus wishes for the scouts to find out everything there is to know before we just barge in there to shut the place down. The Decepticon's actions may be innocent for all we know, highly unlikely, but still a small possibility. He would rather we not start a battle unjustly."

"So the scouting mission itself could take awhile, unless they see something that confirms the Decepticons are up to something." Burnout couldn't concentrate on her task any longer, setting down the roll of welding materials she had been meaning to put away, the femme made her way over to the medic.

Ratchet nodded, pulling out some cups for energon. "I'm sure it won't take long to confirm delinquency, but if it so happens that Starscream isn't up to anything, we will probably keep a close optic on them for the better part of a year."

"I would have thought that Optimus would keep continuous surveillance on the Decepticons, always know what they are up to, that way he would never be caught off guard."

"A lot of us think that, a lot of us wish that, but a life lived in paranoia is not a life worth living. If you spend your existence watching your back, you miss all of the best things that happen in front of you. Optimus doesn't let fear run his life and he wishes that for the rest of his friends and soldiers. We take everything in stride, worrying about something that may never happen will just corrode at ones circuits."

Burnout felt her body shiver at how close the medics words struck home. 'I live my life in fear, I'm always looking over my shoulder, have I missed everything worth living for? My life wasn't worth living before I met the Autobots.'

"Your optics seem a little dim, Burnout. Are you alright?" The medic asked concerned, he kneeled down beside the femme to look at her closer, while handing her a container of low grade energon

"I think I'm just upset about the possibility of the impending battles. I don't want to see anyone get hurt." She spoke to him weakly, carefully meeting his optics. There was so much love and concern in them, the sight nearly stole her breath away.

"It is an upsetting thought, especially when you know you're going to be the one trying fix everyone's injuries." He answered just as softly unable to look away from her troubled expression. How he wished that he could take away all of the fear, all of the sadness, and replace it all with happiness. How he wished he could make her smile, not just on her lips, but in her optics, for the rest of her existence. He blinked as he realized how involved his thoughts were starting to become. 'Cool it old man.'

"I'll help you Ratchet. I'll go with you and help with any field repairs, I'm strong enough." Burnout stated determinedly, all previous sadness gone. Ratchet wondered if he had even seen the emotion in the first place.

Ratchet smiled softly and put a gentle hand on her shoulder. "That is very brave of you Burnout, but I'm afraid I cannot let you go out there. The battle field is not where you belong. I would be too distracted, ensuring your safety, that I wouldn't be able to concentrate on my job." He paused, catching her optics again. He still couldn't believe how far she had come, a year ago he never would have dreamed of being able to look into her dazzling optics without the femme darting them away instantly.

"Besides," Ratchet continued. "Who's to say there are even going to be any battles? Remember, a life lived in fear is a life not worth living." Ratchet straightened, smiling down at her.

Burnout forced her face to lighten and a smile to form on her lips. His words were easier said then done.

--

_Fight the fight alone_

_When the world is full of victims_

_Dims a fading light_

_In our souls_

_Leave the peace alone_

_How we all are slowly changing_

_Dims a fading light_

_In our souls_

_In my opinion seeing is to know_

_The things we hold are always first to go_

_And who's to say we won't end up alone?_

_On broken wings I'm falling_

_And it won't be long_

_The skin on me is burning_

_By the fires of the sun_

_On skinned knees I'm bleeding_

_And it won't be long_

_I've got to find that meaning_

_I'll search for so long_

_Cry ourselves to sleep _

_We will sleep alone forever_

_Will you lay me down_

_In the same place with all I love_

_Mend the broken homes_

_Care for them they are our Brothers_

_Save the fading light in our souls_

_In my opinion seeing is to know_

_What you give will always carry you_

_And who's to say we won't survive it too?_

_On broken wings I'm falling_

_And it won't be long_

_The skin on me is burning_

_By the fires of the sun_

_On skinned knees I'm bleeding_

_And it won't be long_

_I've got to find that meaning_

_I'll search for so long_

_Set a-free all _

_Relying on their will_

_To make me all that I am_

_And all I'll be_

_Set a-free all_

_Will fall between the cracks_

_With memories of all that I am_

_And all I'll be_

_On broken wings I'm falling_

_And it won't be long_

_The skin on me is burning_

_By the fires of the sun_

_On skinned knees I'm bleeding_

_And it won't be long_

_I've got to find that meaning_

_I'll search for so long_

"A beautiful song, but the lyrics are a little sad for my liking."

Burnout looked up, startled, to see Optimus Prime standing a little ways behind her. "There is hope in them." She replied softly looking back at the rising sun.

"Yes, there is hope. I'm glad to see that you are back outside. I was worried that you may lock yourself back up inside again."

"I was told that a life lived in fear is not worth living." She scooted to the side of the ledge she was resting on to allow the leader room. "It's getting a little crowded in there anyway, this seems to be the only quiet place."

With the possibilities of battle in the not too distant future, Optimus had placed orders for all of the Autobots to report to base often. Burnout hadn't realized there were so many on their side until strange mechs started showing up regularly. Many staying for a night or two and bringing along their human companions, high ranking government officials that were placed in the care of select Autobot soldiers for the humans safety. It seemed like in the course of a week the Decepticon activity went from an Autobot concern to a matter needing the U.S. Government's attention.

More clues and tidbits of information from Barricade soon led the Autobots to the discovery of some of Starscream's plans. Plans that involved the destruction of entire cities so that the Decepticons could obtain this new form of fuel. Still untried that it may be, Starscream was determined to collect as much of it as he could.

"We think along the same lines. I'm taking advantage of the humans need for sleep before we continue our meeting from last night. Seems that their politics are just as complicated and tiring, if not more, as ours were back on Cybertron." Optimus sighed heavily and rubbed the ridge between his optics.

"I'm sorry that you have to sit through all of that, it must be extremely difficult to follow, and boring enough to make any lesser being go into a fritz."

Optimus couldn't help to smile at the femmes blunt statement. "I actually enjoy the debates and talk of policies, at least when it is with beings who are intelligent and open minded. I wouldn't be who I am if I couldn't sit through hours of what seems like pointless discussion and be able to pick parts and pieces of it later for further lecture."

"That is why you are Prime and not someone like Ironhide."

"You are exactly right Burnout." Optimus chuckled as a vision of Ironhide growing more and more annoyed with the human's continuous questions. Solving all problems by just blowing up the whole fragging council. 'A tempting thought.' Optimus mused, 'but a very undiplomatic solution, not to mention rude and childish.

The two remained silent, comfortable in each others presence, and enjoying the quiet morning.

"I hope that one day we will be able to see the world always this peaceful." Burnout whispered, not wanting to interrupt the stillness.

Optimus stood up slowly, offering a hand to the femme. "One day Burnout, one day things will be right. If not in our generation then the next." He didn't mention the fact that there may not be a next generation, that after them, there may be nothing. This knowledge saddened the Autobot leader, but he felt that as long as he is able to save this planet, keep it clean from the evils of the Decepticons, their extinction would not be completely in vain.

--

_"A life lived in fear is a life not worth living."_

_"If not in our generation then the next."_

_"My spark ached at the thought of you being lost."_

Burnout sat in the solitude of her quarters. Voices echoing through her processor. Recharge fluttering past her, just out of reach.

_It's been awhile since I could hold my head up high_

_And it's been awhile since I first saw you_

_And it's been awhile since I could stand on my own two feet again_

_And it's been awhile since I could call you _

Red orbs flared in front of her optics as she sat on the floor, leaning heavily on her recharge berth, and her head tilted back as she stared blankly at the ceiling.

_"My spark ached at the thought of you being lost."_

"You are a Decepticon, you do not have a spark. Decepticons do not reflect on their past wrong doings." She repeated to herself, trying to convince herself.

Burnout whimpered in frustration, squeezing her optics shut and lifting her head only to bring it down between her knees. "Why is this so difficult? After everything that has happened, everything that he put me through. Why am I even thinking about him?" She called out in anguish, optics still shut but red was leaking through. The glowing spheres imprinted into her mind's eye, the sadness, and the pleading. All emotions she never dreamed of ever seeing in Barricade's optics. "Why?!" Her voice echoed through the small room.

'Because deep down you want to trust. You want to give second chances. It is in your programming to believe that there is good to be found.' Her processor answered for herself. Gently, Burnout slid open her chest plate, revealing her damaged spark case.

'He was not the one who did this to you. No, he was not the worst of the evils you had to endure.'

Burnout remembered how his demands for her had lessened after she had been nearly destroyed by Megatron. She remembered how he would allow her to recharge in peace for as long as she needed after returning from being repaired. Then there was the look on his faceplate as he told her that he had felt pain in his spark when he thought she had been destroyed.

Barricade was by far not the worst that she had to survive.

Sighing in defeat the light blue femme stood up. Reaching into a hidden space by her recharge birth, Burnout pulled out the medication that Ratchet had prescribed her. She hated taking the substance but knew that this was the only way she would drift into undisturbed recharge.


	19. Chapter 19

Face Down Chapter 19 

Burnout looked over the peaceful land that surrounded the Autobot base. Given the serene nature of her home and the beauty of the sunny day, her tank was still churning in anxiety. The road was beckoning her to just transform and go for a drive.

"I have to do this." She spoke to herself. "I have to prove that I am not afraid, I will not be a prisoner of my own emotions any longer."

Taking a deep breath that shook slightly as she released it, Burnout began to walk down the access road that led away from the base. She knew she couldn't put this off any longer, if she didn't face herself now, she would never get this far again.

A determined cry tore through her vocal processor as she transformed and sped away. The rush of asphalt underneath her and the open air all around her, Burnout felt relief wash over her.

"I can do this, I don't have to be afraid."

In her determination to prove herself and to look past her worries, the femme forgot a very important fact. Optimus Prime had ordered that for the safety of everyone; no one was to leave the base.

--

One of the lesser technicians was watching the monitors in the central control room, thoughts of relaxing with a cup of high grade had him distracted for the moment and the low beep of a vehicle being detected on the radar screen went unheard.

By chance he glanced up, the white mech sat upright and focused on the radar right as a vehicle was disappearing off the screen. Running a quick scan before the vessel could completely disappear off the charts, he couldn't help but gasp as he identified the being as Burnout.

Prowl happened to be walking by and noticed the technicians surprise, his optics widened in shock at what the mech told the high officer.

"What in the pit is she thinking!?" Prowl bellowed, dashing to the communications to try and contact her. He realized after his third failed attempt that either she was blocking him, or she had never been programmed with the proper receiver as the rest of the _soldiers_ on the base. He tried Optimus.

"We've just detected Burnout leaving the base. She's off the radar and I can't get in contact with her." He never, not in a million years, would have expected this kind of behavior out of the timid femme. Didn't she know Starscream was out hunting, looking for Autobots that could be easily over powered to use as guinea pigs? Doesn't she remember Barricade being out there? Then to top it all of, she was going against a direct order from Optimus Prime.

"Set up a team, we have to go after her. Hopefully we can find her before Starscream does." He was just as shocked by the femmes actions, but he had to admit that she was beginning to act funny. She had been going outside more often and looking out in the direction of the main roads, contemplating something. 'Maybe this is what she was trying to do. Maybe she was trying to prove something. But why now? Why by herself? I would have gone out with her; I could have set up a guard for her. I should have caught this sooner.'

Optimus let out a worried sigh and made his way to the entrance lobby where everyone would meet. They needed to get moving now if they were going to get to her before the Decepticons did.

--

Burnout sensed that she was being watched, but she couldn't figure out from where. There was nothing around her immediate area that hinted at a Decepticon or even Autobot presence.

"Paranoia will lead to fear and I will not live in fear. I am going to enjoy my time off of the base if it's the last thing I do."

She continued to navigate the fast paced freeway unaware of two unmarked Camaros trailing her by a mile.

Starscream was high up in the atmosphere, invisible even to eyes that may have been searching for him. This was the situation he had been waiting for, a small, unsuspecting Autobot, venturing away from the safety of his little base. He wanted the mech to think himself safe enough, drive around for a little while and let his guard down. Then when he least expected it, Runamuck and Runabout would play demolition, forcing the Autobot off of the road. With hopes that the Autobot survives the collision, Starscream would then take him and use the piece of scrap to complete his tests on Ore- 13.

"Just a little longer, boys. Jump the gun now and I will dismantle you personally." He growled over the personal communications line.

"Yes, Sir." Echoed back.

Oh, how he loved being in control.

--

Burnout felt a presence creeping up quickly behind her. A sentient presence that was nothing like the surrounding vehicles. Quickly executing a defensive maneuver, slamming on the brakes, she was able to avoid being smashed between two vehicles that had pushed their way to either side of her.

This is what she had been afraid of.

Both mechs locked their own brakes to fall back to her. Burnout panicked and shot across the highway divider, the surrounding humans were crashing into each other as they tried to figure out what was going on. Burnout cringed when a car swerved away from her, slamming into its neighbor. She couldn't lament long for her attackers were in hot pursuit again, determined to do anything to wreck her.

"I gotta get off of this busy highway, too many people are going to get hurt." She stated and turned sharply down an exit ramp. Checking her internal GPS she was able to determine that this was a sparsely populated area, 'perfect.'

Knowing that racing all out would only wear her down or cause her to blow a gasket, Burnout spun around a couple of corners, getting to the back streets. She paid no heed to any of the traffic laws, running through lights and going the wrong way down one-way roads.

'Optimus is going to be so pissed when he finds out about this.'

But no matter what she did, she could not shake her pursuers. Panic was gripping her and taking its toll, her processor was racing to figure out evasive strategies. Then a thought hit her that almost shut her systems down. 'This is just like what happened on Cybertron.'

She screamed every profanity that she knew in Cybertronian and in the earth's many languages. "I will not let that happen again!" Kicking it up a notch she spun around and drove straight at the two Camaros. They swerved to avoid hitting her head on, but Burnout didn't slow a hair. The sound of roaring engines filling the air, but one stood out, along with the blare of police sirens.

A cruiser was racing toward her, but she knew instantly that this was no local law enforcer.

"What are you doing out here Burnout!" The sound of Barricade's voice boomed over her comm link. "It's dangerous, I can't believe Optimus let you off the base!"

The meaning of Barricade's words never sunk in, the thought of Barricade joining the chase, or swerving to run her off the road as he passed her, filled her thought process. But as she cringed for the unavoidable impact, she gasped in surprise. Barricade did not join the chase; instead he shot past her and slammed his full weight into the side of the gray Camaro, in turn knocking into the black one.

Burnout didn't stick around to see what other surprises the mech had planned. She shot off to the interstate as quickly as her tires would carry her.

--

"She's mine!" Barricade snarled as he grabbed Runamuck by his faceplate and slammed the mech to the ground. "I will destroy you for even thinking about touching her."

Runabout laughed. "You've been hanging with the Autobots, Cade, you've gotten soft. We will be the one destroying. Destroying the traitor!" The black Camaro snarled, crouching into a defensive position.

"You wanna see soft!? Bring it! Or do you have to wait for Screamer's permission first?"

"We don't need anyone's permission to kick your lame excuse for a Decepticon aft!" The recovering Runamuck growled. His pride very dented.

--

Burnout was at full throttle, and yet she knew she needed to go faster. She felt that an even larger danger then two Decepticon wreckers was now interested in her. Her worries were confirmed rather abruptly as the road in front of her exploded. She became completely disoriented as the impact sent her through the air. She landed heavily on a softer surface then concrete, thankfully, but her alt mode still flipped and rolled a multiple times. Dirt and grass flew everywhere.

With a groan she transformed, the scream of jet engines followed by the heavy impact of a large being landing echoed through her audio receptors and shook the ground beneath her.

"Well look who we have here." An unmistakable voice sounded, it was like someone was taking sandpaper and rubbing away any corrosion that may have formed in her processor, revealing what few memories still remained hidden. "If it isn't Megatron's lost pet." But these were the worst ones to remember.

Hands grabbed her by her chassis; she was forced to look into Starscreams manic face. He was straddling her, not that she was in any condition to bolt, pinning her to the earth. The short flight and rough landing had severely disconfigured her sensors; it took her a few moments to focus clearly on his face.

"I have a name you know." She growled back, she didn't know what she was saying but it was the first thing she thought of.

"Of coarse you do, but I will be the one who chooses to use it or not. For now you are _my_ pet, and if you live through the experiments, I will choose a name more fitting to my tastes."

'Why did I have to try and be so brave? This is not bravery this is stupidity! How could I have been so stupid? What was I trying to prove?' Her thoughts were racing as the flier stood, effortlessly lifting her off of the ground with him.

"Come my pet, it is time to return home."

Burnout felt her energon lines run cold, with anger, causing her mind to suddenly clear. "My name is BURNOUT, and I am no ones PET!" She screamed, suddenly twisting and jerking in whatever direction that would give way and with every bit of strength she possessed. Her anger, fear, and frustration only adding to her tantrum.

She felt her feet and hands connect solidly, then she reached into a small compartment and produced an even smaller dagger from the subspace. Ironhide had crafted it for her, she had hoped at the time that she would never need it and had actually planned to leave it in her quarters, hidden. Now she was thankful that she had forgotten to discard the small weapon, as she slashed with the sharp edge, sinking it deeply into the Decepticon's forearm. She hated to be the cause another's pain. 'That is only a small amount compared to the eternity I have endured.' She snapped at herself for even thinking about feeling upset about harming the Decepticon.

Starscream released her suddenly and she hit the ground hard, the air getting knocked out of her intake manifold, but she wasn't about to pass up her only possible moment for escape. Rolling over and transforming, she gunned her engine, determined to put as much distance between her and the enraged jet.

The femme heard the mech curse profoundly in Cybertronian, threatening her in ways that made her want to disconnect her audio receivers. She never looked back though, even when the all too familiar noise of transformation burst through the air. But cannon fire suddenly drowned out the roar of jet engines.

This time Burnout did look back, Ironhide and Optimus Prime were firing with everything they had at the fighter jet, it was a spectacular sight as the two powerful mechs worked hand in hand with each other, but she did not have long to admire them. Sunstreaker and Sideswipe were suddenly beside her, "Come on Burnout, move!" The yellow mech encouraged.

"The quicker we get out of here, the smaller chance of scratches!" Sideswipe added.

In any other situation Burnout may have laughed, and replied with some smart remark, but not today. She was struggling to keep up in her shocked stupor.

'What have I done?'

--

"What were you thinking?" Optimus bellowed, standing above a now even more upset Burnout.

Optimus saw the reaction that he caused in the femme and carefully regained control of himself. Sitting heavily he took a steadying intake of oxygen before continuing. He was not angry with Burnout, he was upset. He had been so worried about loosing the femme to Decepticon hands, the fear that she would end up in a life that they had all worked so hard to help her forget had taken over him. He would never forget the sorrow in Burnout optics as she shared parts of her life with him, the pain, and the loneliness, all because of the Decepticons.

"I'm sorry Burnout, you gave us all a tremendous scare today." He whispered, slowly looking up at the small femme sitting across from him. "There were reasons I placed those orders, I believe you now understand those reasons."

Burnout nodded slowly, her fists clenched to try and keep them steady. "I wanted to prove that I was not afraid anymore." She started to explain.

"Who thinks you are afraid?" Optimus questioned after she paused for a few moments.

"No one. I had to prove it to myself. I don't want to live my life as a prisoner, locked away by my own emotions. I wanted to prove that I could be brave, that I am strong."

Optimus felt his faceplate soften. "Burnout, when did it ever cross your processor that you were cowardly or weak? You have got to be one of the strongest femmes I have ever encountered and your bravery is off the charts. I understand your need to prove something to yourself, but please, for the love of Primus, talk to someone before you go off doing something like today."

Burnout didn't need a long lecture from the leader; she did not need to spend a night in the brig as a reprimand for going against orders. All she needed was to see the disappointment in the Autobot leaders optics to know she had done something extremely foolish.

She didn't want to meet anyone's optics as she made her way back to her quarters; she was so embarrassed about her stupidity. Everyone knew there was no way they couldn't. She had really messed up, and she had almost paid the ultimate price.

"You were very lucky, someone was definitely looking out for you." Optimus' words echoed through her processor.

'I wonder if he knew about Barricade? Surely if the mech hadn't come when he did, I would have been totaled by those two mechs.' Then on top of feeling like slag for making a complete fool of herself, she would have had to spend a few days in the med bay dealing with Ratchets disappointment in her. 'If I even made it back with the Autobots, I could have been the Decepticon's all over again.'

The reminder of Barricade sent her processor reeling yet again.

'He saved me. Maybe he really has changed?'

Burnout predicted another sleepless night.

A/N: Ok, not exactly sure what Ore-13 is, saw it in one of the comic book series, Infiltration. Sounded good but if someone has a better name for a type of feul the Transformers might run on, I am all ears! I was trying to think of something more original, but i didn't want to make you guys wait any longer for the next chapter. Thanks for reading and reviewing!


	20. Chapter 20

Santa stopped by my house and this is what he left me to give to you! Chapter 20! Read, enjoy, and Merry Christmas!

Face Down Chapter 20

Barricade sat in solitude, hidden away in a dark alley, the area was quiet and he knew he would not be seen. He had been damaged extensively by his encounter with Runamuck and Runabout, but it was not anything worse than what he had dealt with in the past; nor did it compare to the repair bill he left _them_ with. His injuries were nothing that couldn't be fixed by rest, his regenerating molecular formatting would be enough. The whirling of his processor kept the pain down to a dull throb.

'What was she doing out there?' He questioned to himself about Burnout. 'How could Optimus allow her to leave the safety of the Autobot base? Was the mech really that clueless about the hints I left him?' Barricade was rather angry that Optimus hadn't taken his warning seriously. He was also angry that Burnout had been in such a dangerous situation, and that she was nearly kidnapped again.

Seeing the fear in her optics earlier that day had torn at his spark. 'What would she have done if I hadn't been in the area? She would be right back where she started.' The thought of her ending back up where _he_ had put her so long ago caused a wave of shame and guilt to wash over him. Regret had taken over his processor ever since he realized what he had done to the femme, how he had destroyed her life. Now he wished he could take it all back, all the torment that he put her through, and erase all of the mental and physical abuse.

'What I would do to have my old life back. To try again.'

_She seemed dressed in all of me  
Stretched across my shame,  
All the torment and the pain  
Leaked through and covered me_

_I'd do anything to have her to myself,  
Just to have her for myself_

_Now I don't know what to do,  
I don't know what to do  
When she makes me sad..._

Barricade wanted desperately to go to the Autobot base, not for protection; that was the last thing he felt that he needed, but for Burnout. After seeing the femme running for her life, so vulnerable, he felt that he needed to be there to keep an optic on her, but he knew that at this point his presence would only make matters worse. The Autobots did not want him anywhere near the femme, he could hardly look at her without being knocked out, as he had quickly come to realize. Still, he felt that he needed to protect her, that it was the least he could do after everything he had put her through. Fighting for her against Runamuck and Runabout was only a small act of repentance, he knew he would have to work a lot harder to make up for everything that he had done to her.

Forgiveness was not what he was trying to achieve, he was not looking to gain her trust, he just wanted to set things right, he wanted to make up for everything he had done to her in the past. He wanted to prove to her that he was not who he used to be, he also wanted to prove it to himself. He just didn't know how yet. Looking back at his actions in the Autobot base, the actions that earned him a rather nasty dent on the side of his head, Barricade knew that he had not handled himself well in front of the femme. He just didn't know any other way to act. Being nice or courteous was not in his programming anymore. Lacking the data files, he just reverted back to his old ways; he was comfortable with those ways. Besides, he was not about to get all soft around the Autobots.

_She is everything to me,  
The unrequited dream,  
The song that no one sings,  
The unattainable  
She's a myth that I have to believe in,  
All I need to make it real,  
Is one more reason_

_I don't know what to do,  
I don't know what to do...  
When she makes me sad..._

He knew what he wanted, and knew what he needed to do, but he just didn't know how to do it. He didn't know how to get past his hatred, didn't know how to put aside his pride and confront his demons. He wasn't ready. He wasn't ready to let down his defenses and admit to all of his wrongs, to leave himself at the mercy of his long time enemies. No, he needed more time.

He wasn't ready to confront Burnout.

--

The attack on Burnout seemed to send everyone off their rocker. Tempers had been becoming short due to the cramp quarters even before the femme had ventured off. And now, the mechs wanted to go out and get some action. They wanted revenge. Burnout was possibly the last remaining femme alive and every mech was determined to keep her safe. Starscream's efforts seemed to rekindle the Autobots fire to get back at the Decepticons and completely end their temporary peace.

The first shot had been fired.

Burnout was working in the control room. Things had been tense the past week and she feared that a breaking point was impending. A small virus had worked its way into the mainframe late last night and Burnout was working hard to stomp it out. It was small and really didn't pose much threat, but with the possibility of Decepticon attack at any moment, they could not afford even the slightest glitch in their network or communication lines.

Having something to do was keeping her mind away from the short tempers and impatient mechs.

"Have you found an antidote yet?" A voice asked a little rudely from behind her.

Burnout sighed, she was almost able to ignore the others. "No Perceptor. You know first hand how these things are. If I get too anxious and throw the wrong program at it, I could strengthen the bug, or cause it to mutate into something unrecognizable. I'm locked on it and I've got it stationary, it is causing no further damages. I've just got to finish writing the software to destroy the pest." She explained calmly as she continued to type away.

The main reason for the short tempers was because there was absolutely nothing to do. The Autobot's wanted a battle, but it seemed as if the Decepticons had hunkered down somewhere. Preparations had been made, checked, and rechecked. Everyone was ready to set out at the drop of a hat. The anxiety of waiting was enough to tear someone apart, which was what was going to happen if something didn't give.

Burnout jumped when an alarm screeched alive through the base, Jetfire was upon them immediately, barking orders. Burnout took a steadying intake as she forced her spark back down into her chest. Then waited for the commander to turn his attention to her.

After a few moments of him ordering the other mechs, Jetfire finally turned to the femme. "Burnout, I want you to remain where you are stationed. How is that virus coming along?"

"I've almost got it, Sir. I'm configuring the finishing touches on the program I have designed to destroy it and protect the system from further attack from this strain."

"Good. As soon as you have finished, you are going to pick up from Soundbyte. Keep a close optic on the network; call in if you detect any problems and there will be a team ready to assist you. I want the communication lines crystal clear and I want the monitors open to keep watch over our soldiers." He turned as she saluted, and continued to speak to the group. "I want a satellite image of Optimus at all times, the rest can fluctuate. We need to watch their backs as best we can."

Burnout didn't pay much heed to the rest of Jetfire's speech, she wanted to destroy this virus before anything got too hot so she could start putting her two cents into the battle.

Orbital bounces were set up, codes called out, and coordinates transferred. This is what everyone had been waiting for. A chance to finally do something, and to finally strike back at the Decepticons. Would this be the final battle? Burnout hoped so. She hoped that by tomorrow morning she could leave the base and not have to worry about being chased by a pair of psychotic Decepticons.

Burnout worked frantically to finish up the program she designed to exterminate the virus, smiling as she launched it and saw it take a hold of the pest. 'One mission accomplished; let's get started on the next.' When she spun her seat around to face Soundbyte, everything seemed quiet.

"Anything?" She questioned, almost hesitantly, unsure if she really wanted to know.

"Nothing. Not even so much as a signal intrusion. It seems they're only attacking on one front."

"We shouldn't expect much from Starscream on his first full scale attack, he was never one for battle strategy, but either way I want to be ready for anything. He may have more surprises for us yet." This was Jetfire, he was making slow rotations around the room, making sure everyone was set in their positions. Burnout knew that he would rather be out in the battlefield fighting alongside Optimus, but unless things got real tough out there, he was stationed as commander of the technical support group.

As the day played out, Jetfire's assumptions seemed to hold true. Starscream proved to be a powerful fighter with awesome firepower, but that was nothing compared to the teamwork and joint efforts of the Autobots. The Decepticons just weren't united under their new leader. A retreat was ordered by the red flyer before the damages grew to become anymore severe.

All the Autobots in the control room bellowed out a huge cheer of victory as every one of the Decepticons retreated back to whatever hole they had turned into their base. Burnout watched the screen intently as something caught the light funny in the distant scenery. Knowing that the footage they were viewing had been recorded for reference, she accessed the archives on her monitor. Going frame by frame she closely examined the shots, finding the one that looked the clearest, she zoomed in on it.

"Hey, isn't that Barricade?" A voice questioned behind her. The femme started and accidentally bumped the keyboard, causing the picture to disappear.

"I don't know, maybe." Burnout stammered. She knew it was Barricade and that worried her. 'What was he doing? Sneaking up on someone to attack? But that's not like him, he likes to take a fight head on, not creeping around in the shadows.' Burnout checked her internal time meter; it was late. The battle had taken up most of the day. Her shift being over, she decided to go to the med bay and help Ratchet and First Aid out.

"Burnout? Weren't expecting you," Ratchet called out as he was administering a pain relieving tonic into a mech's energon line. Then he added a little more seriously, "you may not want to be in here right now, things are a little crazy."

"That was why I came, to see if you needed another set of hands. I do have two you know." She added jokingly.

"You don't have to, but the help would be appreciated," First Aid commented quickly as he sped by with spare metal to use as patches.

Shortly after Burnout started to assist in the med bay, Optimus Prime entered. He had a slight limp in his step, and Ratchet immediately began to fuss over the leader.

"You need to help the soldiers first, my injuries are minimal, your skills are needed elsewhere. I simply wished to come down here and thank all of my brave soldiers," he glanced over at Burnout, "and femme, for their efforts today. We celebrate the victory of a battle, but I fear that the war is just beginning… Again." His optics grew suddenly sad and tired, he was just as fed up with this war as the rest of them. "Regain your strength; the time may come sooner than later that we will be tried in battle again."

Everyone cheered at their leader's words. Even the mechs who were weak from injuries managed to lift a shaking arm and salute Optimus. Spirits were much higher after he left the med bay, and it seemed that everyone's overall health improved at a little quicker rate then what was normal. After only a few days, even the mechs who had suffered extensive damage were able to be released, it was like their regeneration capabilities had been super energized. Ratchet had been quite blown away, his only guess for the phenomenon was a little saying the humans had, 'Mind over matter.'

--

Jetfire was growing troubled over some of the footage they had acquired throughout their battles. A month had passed since Starscream's first attack and ever since Burnout's discovery of the mech in the background of a few of the clips, he had kept a careful optic out for Barricade.

As predicted, Starscream did not stop at just one fight, he continued to try his luck. Still inexperienced about the subtleties of war and the importance of teamwork, the battles had not become any more difficult to win. It was just that the seeker seemed to think that by carrying around bigger guns, this would enable him to have more of a chance at winning. Damages had become more severe, and they had even lost a few brave soldiers. But Jetfire was not concerned about trying to find any kind of a weakness among the Decepticons, they all new what their vulnerable spots were, he was concerned about the lone mech that always seemed to be close by throughout every battle.

"What is your part in this Barricade, and whose side are you on?" Jetfire asked himself as he book marked another short clip that contained the image of the police cruiser sitting serenely in the shadows, cleverly blocked out of both Decepticon and Autobot sight. So far they had battled Starscream three times, and Jetfire has been able to replay each length of footage and find the black and white mech. He would have to warn Optimus and keep a very close optic on the satellite images. Whatever he was planning, Jetfire wanted to be ready.

A/N: I dont think there is actually an Autobot by the name of Soundbyte, but it sounded cool. My friend pointed out that Starscream is not red in the '07 movie... I was just trying to follow an Armada description. Oh well, I guess I am just mixing up all sorts of Transformer stuff, got a little bit of everything. Huge thanks to everyone for supporting me and being so patient with all of my blunders!


	21. Chapter 21

Face Down Chapter 21

"He is here again Optimus." Ironhide growled.

Optimus did not need to turn and look to understand who his weapon's specialist was referring to. "Barricade has been keeping a careful watch on our battles. It makes me wonder what he is planning," Optimus spoke calmly to his friend.

"It's obvious Optimus, he is waiting for the opportune moment to attack us. He will strike when we least expect it. He is a Decepticon, and he's playing at something." Ironhide did not like how nonchalant his leader was about Barricade's odd behavior.

"While that may be Ironhide, we can't just go jumping to conclusions. Barricade still claims that he does not want to be apart of the Decepticons any longer, nor does he wish to fight. We just need to keep a close optic on him for now."

Ironhide glared in the direction of Barricade. He couldn't actually see the mech; he was hidden well out of view. Jetfire had signaled to him the Decepticon's coordinates so that Ironhide would be aware and ready for possible attack from that direction.

A blast shook the ground suddenly and Ironhide forced his attention to the battle that was about to rage in front of them. It seemed the Decepticons finally decided to come out and play.

Optimus had been trying to arrange a meeting with the Decepticon leader. Prime wanted to try and talk some sense into the red seeker, explain that they didn't need to fight with each other over land and energon. There was plenty to be had and harvested not only here on earth, but on surrounding planets.

As predicted, the maniac leader wanted nothing to do with Optimus' speech; he wanted a fight. So now they stood before the Decepticon base -which was tucked roughly away in the side of a mountain and looming before them- their small army ready for whatever was to be thrown their way.

Ironhide and his leader were all the way in the back. In his younger years, Ironhide would have preferred to be in the front lines, right in the face of his enemies. Now, he preferred to be at Prime's side, ready to cover the mech's back whenever Starscream decided to show his cowardly aft.

"And again it starts," Optimus sighed, as the line of Decepticons clamored out of their nooks in the mountain. How Ironhide wished they could just begin to pummel the slaggers now and get it over with. But no, that was not how Optimus believed to go about this. 'Let them fire the first shot', was their leader's motto.

So the two factions waited, taunting each other. Then a con would get a wild wire up his aft and fire a weapon or break rank. Ironhide had seen it all too often; he spared a glance at Barricade and his optics narrowed. The black and white mech had stood up and revealed himself, but was looking away from the battlefield. Ironhide didn't have long to ponder this as the sound of metal bodies clashing together forced his attention back to the battlefield.

The weapon's specialist waited impatiently for Starscream to show his ugly face so that he could let loose some blasts on him. He loved shooting the mech down from the sky in the training simulator; it was just a little more of a challenge out on the battlefield though. He could greatly injure his own side should the Decepticon choose to crash his wrecked body into their army.

Sudden missile and cannon fire caused both mechs to jump for cover; Ironhide cringed at the unmistakable sound of crunching metal.

"Optimus!" The black mech bellowed, leaping up and sprinting towards his leader.

Prime stood up slowly, a little dazed by the explosion, but still fully functional and uninjured beyond a few new dents.

Ironhide sighed in relief, but movement caught his optics. Barricade had leapt off of his perch and was now barreling as fast as his tires would spin, toward Optimus!

Gathering the breath to warn Prime, another blast shook them causing them to dive again, the noise drowning out Ironhide's voice. Then three smaller Decepticons, each set on getting to his leader instantly surrounded the weapon's specialist. The two Autobots quickly had their hands more full then they would have liked, especially with Starscream still out there somewhere, undetected.

Not for long though.

Ironhide's fuel lines went cold as the unmistakable roar of jet engines caught his audios. "Slag!" He cussed, sparing a glance at Optimus. The blue and red mech was locked in tight combat with a rather large Decepticon who seemed to be giving the battle his all. He seemed to not even notice the F-22's approach; it's rather speedy approach.

"Prime, it's Starscream!" Ironhide blared over the shared line, right as the distinctive sound of heavy artillery being fired echoed across the battlefield. Time seemed to stand still; Ironhide shouldered all three of the annoying Decepticon pests far enough away from him so he could make a dive at Optimus.

But the whole world seemed to blow up in his face.

"Optimus," Ironhide groaned, forcing his optics to activate. He was in the middle of a war and could not afford to be knocked off line by some fragging blast. Not when his leader was possibly injured and in need of protection. Setting his jaw, the gruff warrior rolled over, dirt and rock debris falling off of him, and pushed himself off of the ground. Complete destruction met his optics, and Prime was standing right in the middle of it.

"Thank Primus!" Ironhide shouted in relief, his optics falling on something that the mech was bending down to pick up.

Ironhide limped over to his leader as quickly as his awkward steps could take him, completely ignoring the pain in his left leg. Prime had a wild look to his optics as he turned to the black mech. Looking down, Ironhide took a sharp intake of air, he had seen a lot of battle injuries, but it doesn't get any easier to look upon the tattered body of any transformer. That was the old Cybertronian in him; back when his only concern was having the blueprints of the next bridge design on his boss's desk by next week, the part of him that did not even think of a war until it had suddenly come upon them.

"He still has a spark beat, Ironhide, he needs to be brought to Ratchet, stat!"

"Optimus that's-" Ironhide went to argue, but Optimus cut him off immediately.

"I do not care who this mech is or where his allegiances once lied, he did a brave thing. I would not be standing here right now if it weren't for Barricade."

Ironhide knew better then to even looked annoyed as the near lifeless body of Barricade was shoved into his arms.

"I have set up the orbital bounce. Go now and get this soldier out of here!"

--

Burnout looked up from the mech she was assisting. Commotion from the main room of the med bay had caught her audio receptors. She swallowed her curiosity; the mech was only halfway through with the energon she was helping him to ingest, and returned back to her task.

'Ratchet and First Aid are out there, I would only get in the way.' She thought to herself as her patient weakly took in his energon. He had been damaged extensively in the last battle; Burnout could still see the scarring from the recent repairs. He was lucky to still have his face, not to mention his life.

Finishing the cube, Burnout gathered up a large container full of a potent liquid used to help seal and blend the patchwork of repairs and welds along the mech's face and torso. Using the applicator, she gently applied the soothing medication. To her relief the patient was soon drifting into easy recharge, even before she finished her treatment.

Silently, the light blue femme quickly exited the room, her curiosity rekindled. Things had grown relatively quiet, but the usual mayhem met her optics as she stepped out of the recovery room. Burnout's gaze fell upon the two higher ranked medics hunched over a pile of metal on an exam table.

'It must be severe, they usually don't work on the same operating table together,' she thought as she made her way over to the medics. Catching sight of the injured mech, Burnout nearly choked.

Had she seen this pile elsewhere, like in a corner on the floor or stacked on a shelf, she would have assumed it as nothing more than scrap, but seeing as Ratchet and First Aid were busy soldering wires and stemming the flow of leaking energon, Burnout knew othewise. This caused her tank to churn.

Her energon lines grew cold as she slowly approached the small group. She wanted to see who was on the table, but at the same time she feared the identity. What if this was one of her friends lying completely destroyed under the surgical light?

Ratchet suddenly shifted the mech's body over to reveal more damages. Burnout froze when a clawed hand slid off of the exam table to hang limply toward the ground. Her gasp caused First Aid to turn and catch sight of the shocked femme; he whispered something to Ratchet who quickly dropped his tools to get to Burnout.

She tried to stammer something, but her words were undecipherable. Ratchet knew instantly that she was indisposed and would need to be sat down and talked to. The problem was, he didn't have time to comfort the femme; there was a mech in critical condition that needed his attention more.

"Burnout, I understand that this is a shock to you but you need to remain calm. Don't stay around here if you feel like your processor is going to go on the fritz; leave and defrag if you must."

Burnout turned her wide optics to the medic. "Let me stay, I want to stay."

Ratchet should have told her no that she needed to leave. 'She doesn't need to see this, she has never witnessed damage to this extent before.' But he didn't have time to argue with her; if she wished to stay, so be it.

"Fine." He spun back around and resumed his efforts at keeping the mech alive, Decepticon or not, he had a life to save. From what Ironhide had said, they owed this mech just as much, he had kept their leader out of harm's way.

"I can't believe he is still alive, especially after an orbital bounce in this condition." First Aid commented when Ratchet returned to the operating table.

Ratchet nodded just as amazed. "He is a Decepticon, they are built to function, even under the worst circumstances." He stole a glance at Burnout who was slowly creeping closer to the table.

"While you're here, may as well make yourself useful." The CMO directed at the blue femme. "Please pass me the coil of metal tubing, he has a many energon lines that are too damaged for repair, replacement is the only option."

First Aid offered another comment as Burnout ran to do the medic's bidding. "I think we will need to remove the other leg."

"That would be a wise decision. His hip cradle is damaged beyond repair; a new one will need to be constructed along with a new set of legs. Until then, the damaged limb will be more of a hindrance and could even rust." The medic looked over the remaining leg, hardly feasible even for scrap; the other was lost somewhere in the battlefield. "We will need to do it soon. Continue the repairs on his body, I will start the amputation."

Burnout stood motionless next to the operating table as Ratchet expertly disconnected wires and unscrewed bolts. Hydraulic lines were severed and capped off to finally allow Barricade's tattered appendage to be removed.

Ratchet sighed and tossed the useless leg to the side, immediately returning to the mech on the table. What was left of the other leg would need to be cleaned up; the ragged wound would be quick to fester if the shorted wires were not taken care of.

Burnout's processor was whirling much faster then what it was designed to go; she knew if she didn't calm down she would be on her way to a full blown fritz. Try as she might though she couldn't rip her optics away from the sight before her. She couldn't look away from the mech who was now completely missing his legs.

She remembered how hard it had been for her to adapt to a missing hand, how awkward her life had become even if there was nothing more challenging then pressing a few buttons in the escape pod at the time. Legs though; how do you react to both of your legs being blown off? Sure they would find the Decepticon replacements, but how long would that take? Burnout felt her spark grow heavy with sadness for the mech.

'Stop it! Stop it! Stop it! You will not feel sorry for him! He deserves this after everything he put you through,' Burnout chastised herself.

'He stuck up for you, he defended you against those two Decepticons.' Another voice spoke up.

'You promised yourself that you would never forget so that it would not happen again!'

'He said he changed, he has reflected, and he wishes to be different. You believe him, you want to trust him.'

'No I don't, I will not! I will not trust again, especially someone like him.'

Red optics revealed themselves to her again; her vision was filled with them. Shame was permeating from their depths to consume her in their sorrow. Their intensity almost overwhelming, and Burnout shuddered, forcing herself to push away the vision.

Turning sharply, the femme quickly went to find something to occupy her time, refusing to look back at the prone Decepticon still under intensive surgery and hooked up to tech support. The steady beeping of his vitals was the only sign that he was even alive.

'I will not trust', she echoed again in her processor.


	22. Chapter 22

Face Down Chapter 22

"I can recruit someone else to take care of Barricade, Burnout. You don't have to bother yourself with him," Ratchet explained as he collapsed into a seat later that night after the last mech had been patched up and tucked away into recharge. It had been a long day with many injuries among the Autobots, but a successful one considering everything that had happened. It seemed a victory was close at hand.

"It would take too long to train someone else, and with all of the battles raging on I doubt we have the time, nor the recruits to spare," Burnout voiced, looking over to the recovery room that housed the Decepticon.

Ratchet knew that the femme was right, but he still didn't want her to have to be involved with the mech's recovery. 'Slag this is confusing,' he thought. He didn't want to be a part of the mech's recovery either; deep down he hadn't even wanted to save the Decepticon. But it was his job and however much he hated to admit it, Barricade had done a brave thing. He earned a small portion of the Autobot's respect, a very small part.

"Then I will care for him myself. I do not want you to have to go in there, ever."

"Thank you Ratchet, I'll make sure everything around here is taken care of so that you will have the time to see to him." Burnout couldn't believe she had just said that. 'I should want that slagger to suffer from his wounds, not being waited on hand and foot.'

"That is very kind of you," Ratchet smiled, placing a hand on her shoulder; he could see the struggle that was raging behind her optics, it closely mirrored his own. "You have your own job to worry about, and yet you still manage to come by here everyday and help out. Your time is appreciated."

Burnout shrugged her shoulders, she would have blushed if it were possible; she enjoyed coming to the med bay, and Ratchet didn't need to praise her. Although with the war raging on things hadn't been as enjoyable as before. There was just such a sense of accomplishment in being a part of the recovery of a soldier or friend.

A yawn suddenly caught her off guard.

"Go get some recharge, it's been a long day." The medic instructed, giving the petite femme a critical look.

"You need it too Ratchet. I know you were up all night preparing the medical wing." She countered, issuing him the same no nonsense glare that she had picked up from the medic.

Ratchet chuckled, "Alright, I'll finish up and get some recharge." Standing, he walked to his office to start shutting everything down for the night. "I will see you tomorrow Burnout."

The femme watched the door shut behind Ratchet, but she couldn't stop her optics from darting over to a particular recovery room. Her feet started to move without her permission and before she knew it her hand was resting on the button to activate the door.

"What am I doing?" She whispered to herself, jerking her hand away as if the switch had burned her.

'You're checking on the status of a patient, good medics check on all of their patients before retiring for the night.'

'Ratchet doesn't want me in there, he doesn't want me to have to face Barricade again.' She argued with herself.

But to her horror all she could do was watch as her hand reached out again and activated the door. Air caught in her intake as the door slid open and her pump nearly froze, but all was quiet. Barricade lay on the berth, heavily sedated, and very unconscious. He needed to stay in deep recharge for a day or two in order to recover properly from the intensive surgery.

A noise from behind caused Burnout to start, she backed out and shut the door as Ratchet left his office. He gave her a curious look, "I thought you had left already."

"Err, I'm heading out now." She stammered avoiding the CMO's gaze. "Good night Ratchet."

--

The next few days were silent and the Autobots were able to relax a little and nurse their wounds. The last battle had been fierce but groundbreaking.

She had spent some extra time in the communication room, working overtime on a few programs she has been tinkering around with.

Sighing with relief upon finally finishing one, she transferred the file to a flash drive. She would bring it to Jetfire for him to look over, if he found it useful, great. If he didn't, she shrugged her shoulders. At least she was doing something.

It was later then she had expected, but she knew Ratchet or First Aid would still be around in the medical wing. She was sick of looking at the computer screen and wanted to hold a conversation with a sentient being.

Pressing the button to activate the med bay doors, Burnout looked forward to a quiet few hours with a glass of mid grade in the company of her friends.

Her spark nearly shorted out as the doors hissed apart to reveal complete chaos. Tools and equipment lay strewn across the floor, a large shelf lay knocked over, its contents only adding to the wreckage. And in the middle of it all was a very pissed Barricade, being restrained by an even more peeved Ratchet, who was using every bit of strength to keep the mech still, while a completely disheveled First Aid tried to administer a ridiculously large amount of sedatives.

Barricade continued to thrash harshly, he may have had no legs, but that didn't seem to slow him down a tic.

"Come on Aid, just jab it anywhere, I don't think I can hold him much longer." The CMO grunted as the handicapped Decepticon gave another tremendous jerk. With that said the other medic dived the massive needle and syringe into the first somewhat prone spot on the mech that revealed itself, a break in the armor between the shoulder and neck.

Barricade roared and ripped away from Ratchet. Burnout gasped when the Decepticon crawled madly away from the two medics, straight toward her!

Suddenly looking up to take in his surroundings, the black and white con stopped short upon seeing the shocked femme in his path. He seemed just as shocked to see her. The tranquilizers starting to kick in, Barricade's optics began to fade, he blinked and shook his head trying to clear away the daze, but the potent chemicals were strong and his body was still weak from the injuries. His fit hadn't help matters.

Burnout continued to watch him as a fearful look washed over his features, he gasped a few breaths and Burnout almost missed him speak, the words were forced.

"My legs, I woke, and they were gone." Then in a final effort to fight the chemicals, Barricade slammed his face into the ground trying to clear his mind, it worked for a moment and he looked back up at the femme. "Why did you let them keep me alive? Is this your revenge?" Then his optics went completely dark and he rolled to the ground.

Burnout could do nothing but stand there staring down at Barricade's broken form. Ratchet and First Aid ran over to her and sat her down with a cup of high grade while they moved the Decepticon back to his recovery room.

"We're just going to have to keep him heavily sedated from now on." First Aid was saying as they made their way back into the main room.

"No, we can't keep him under chemical sedation around the clock, it is too costly and he will just grow immune to the drugs. You saw how much it took to knock him out, three times the regular dose and he's only running on a quarter of the energy he is capable of gaining." Ratchet was looking over the destroyed med bay in amazement.

"What happened?" Burnout piped up, clutching her high grade tightly. She was staring off into nothing her optics unfocused.

Ratchet sighed heavily, he was still worked up from the whole incident, and First Aid wasn't much better. They both pulled up a chair to sit on either side of the femme.

"I was taking care of his wounds, I wasn't very concerned about watching his vitals, they had been steady and I knew he was still under heavy medication on top of being weak from his injuries. So when his spark rate started to elevate, I really didn't pay it much heed. That was so stupid of me, I guess I figured that since he didn't have legs he would be unable to really act on anything that may be bothering him." Ratchet paused and took a long swig of the potent energon First Aid had gone to retrieve.

"He came online rather suddenly, and I told him to stay calm I wasn't trying to hurt him or manipulate any of his processes. I started to go on and explain that he had endured very serious injuries and needed to stay quiet, but he wouldn't hear it. Next thing I knew that bastard had me by the throat on the ground."

"But that was when he really snapped," First Aid took up. "He realized that his legs were missing and panicked, going into an all out conniption, I don't think I have ever seen anyone move so fast, even with legs."

"He ranted about just taking him off line, he wasn't worth keeping alive. He wanted us to just end everything. We had managed to administer a dose of sedatives even before you walked in, but it hardly slowed him down. He was scared and confused, you can't blame him for lashing out, I would probably respond in a similar manner if I woke up to find myself so incapacitated."

Ratchet's words struck Burnout's spark hard, a shiver ran through her and she dropped her energon. The container clanged loudly on the floor. "He asked me why I allowed for him to stay online, if it was a type of revenge." She whispered before bending down to clean up the spilt fuel and retrieve the cup. "He must think that somehow it was my idea to save him."

"As I said, he was confused. Waking up from a chemical induced recharge is disorienting enough, to add the fact that a medic from the enemy's side is working on you, then when you go to defend yourself you find that your lower half is missing, I think that was a situation worth fritzing about."

Ratchet was amazed at how calmly the femme was taking what had just happened, he expected her to just come apart at the sight of Barricade in such a state, her bolts always understandably get rattled whenever the mech so rudely popped into her life. If anything instead of fear, there seemed to be sadness in her optics. 'Is she finally getting over her past?' He questioned, checking his chronometer. Realized the time and that it was an odd hour for the femme to be showing up in the med bay he thought that something may have been wrong.

"It's late Burnout, was there a reason that you came down here?" He questioned, concerned.

"I just wanted to come down and relax with friends for a little before heading to recharge." She explained, a heavy sigh escaping through her air vents. "But it looks like now I'm going to spend a relaxing night cleaning up Barricade's mess." Her statement was sarcastic.

First Aid looked at her oddly. "You have got to be the only being in this facility who comes to the med bay to relax. Most nearly fry a circuit when they find out they are due for a simple maintenance exam."

A small smile crept onto her soft features. "I have friends here, and they are more personable then a computer screen. I love working in the communication room but I feel like I really belong here. This is where I spent most of my time when I first came back on line." She paused a moment getting her words straight. "I wont let that aft Barricade scare me out of here." She spoke with determination.

Ratchet smiled, maybe she was moving on.

He still couldn't help the feeling of his spark being pulled in multiple directions. The medic part of him wanted to heal and care for every injured being that comes into his life, Decepticon or not. The mech part of him wanted to beat the living slag out of Barricade for all of the trauma and abuse he had put the femme through, he wanted to gather Burnout into his arms and tell her that everything would be fine. His warrior instincts wanted to protect her, protect the weak and innocent. Healing Barricade was proving to be a difficult task.

First Aid stood, having gained full control of his neural circuits, and began the tedious task of straightening the med bay. Hopefully they could salvage the majority of the wreckage; this was beginning to prove to be an expensive recovery.

Burnout was quiet as she sorted through the supplies that had been strewn all over the floor from the toppled shelving unit. Contrary to her earlier words, she did feel unsure about many things, these things all concerned Barricade. She hated herself for thinking this, but the fear that had been in his optics earlier made her sad. Combined with the emotion she had seen so long ago back on the outskirts of Tranquility. His shameful red optics still burned in her processor, his words still echoed in her audios, and the concern in his voice when he had helped her against Runamuck and Runabout thoroughly confused her.

She didn't know where her thought were taking her but with sudden realization that almost caused her to cry out in shock, the femme came to a shaky conclusion.

'I could have loved him.'


	23. Chapter 23

I hope you guys enjoy this chapter, I'm really sorry to say that this will more than likely be the last update for about two weeks. I've got to go to this huge horse show… I would normally be able to keep updating through out a competition, but this thing has absolutely ridiculous hours and the stress will probably cause shudders writers block. Who knows, maybe I'll be able to throw something together. Lets hope so!

Thanks a bunch for everyone's support and reviews!

Face Down Chapter 23

A few days past and Barricades temperament had improved, but not for the better. Instead of quieting and allowing the medics to see to his wounds, the Decepticon had become completely withdrawn, lashing out if anyone near him. As Ratchet predicted he became resilient to the sedatives and being as they were an expensive product, upping the dosage was going to become an expensive ordeal. Not only was his attitude not improving, but neither was his health. Ratchet could tell that the mech had absolutely no will to live.

The medic stood in the doorway of Barricades recovery room, deep in thought, and almost missed the soft footsteps of Burnout as she entered the med bay. He felt her quiet presence beside him.

Sighing heavily he glanced down at the femme, she was looking in wearily. "I don't know what to do." Ratchet admitted to Burnout. "He doesn't want to cooperate, he doesn't even want to put forth the effort to even try to stay online." This was another reason Ratchet shied away from upping the dosage of the tranquilizers, with the Decepticon's will so weak, off lining would be as easy as drifting into recharge. "Do I just let him pass?"

He really didn't expect an answer, nonetheless the one that the femme gave. His optics grew wider with each word that she formed.

"He thinks that just because his legs were destroyed that now he is worthless, completely handicapped. He probably thinks that we have no plans of even repairing him, or that he is damaged beyond repair." She paused in thought. "Somehow we have to let him know that he is not worthless or destroyed, that there is a life for him beyond all of this. Somehow we have to relight his spark to live."

Ratchet was silent for a few moments, coming from another mech; the femme's words wouldn't have shocked him as much as they did. But this was Burnout speaking, she was supporting his decision to keep Barricade alive; she was offering suggestions on how to keep him so.

"The problem is," The CMO finally spoke up. "He wont listen to neither Red Alert or me, Optimus has even tried to speak with him. At least he isn't trying to attack anyone directly, only when they get in his comfort zone, that's a mild improvement, but I would rather that then him lying there like a vegetable. It's like nothing is registering, as if his audio receivers have been disconnected."

'He really does feel sorry for what he has done. His regret is so deep that he is trying to end his whole existence over it.' Burnout thought to herself, the familiar ache in her spark took hold yet again. She may have been mad at the mech and wanted him to suffer for his misdeeds, but she didn't want him to die, she didn't want anyone to die. Wishing death upon someone would make her no better then the ones who had committed the wrongful acts in the first place.

"Then maybe I should talk to him." Burnout blurted. She nearly choked when she heard herself.

Ratchet spun around to stare at the femme. "I shouldn't have even spoke to you about this." He stepped back and closed the recovery room door. "Do not worry about him, I will figure something out." The CMO's voice was stern. "Forget I said anything."

Burnout watched as he set the lock on the door. 'How can I forget?' She thought as Ratchet set himself to some random task. 'I've tried to forget my whole life, but it seems that the things you want to hold onto forever are the first to slip away. While everything else stays stuck to you.'

Burnout had a very strange dream that night. For once she didn't awake quickly, lashing out in fear. Instead she came online slowly and stared up at the metal ceiling in her dorm, her thoughts nearly short circuiting her hard drive.

Like any female, Burnout had experienced visions in her recharge about being in the protective arms of another mech. She had dreamed about looking up into the loving optics of the one she assumed to be her bonded. Feeling a flutter in her spark whenever she envisioned that mech leaning down and gently pressing his lips to hers. Like any female she knew what it would feel like to be in love even if she could never remember who the mech looked like that she dreamed about. But this night, the vision was much different.

The small part of her processor that was still connected to the real world stared on in horror as a very different mech held her tight against his body. He still looked down at her lovingly, still caressed her gently, but with red optics and clawed hands. She awoke in a state of shock, she was not afraid, she wasn't panicked, just shocked. She was shocked because her dream self had enjoyed every moment at the red opticed Decepticon's side.

Distracted was an understatement when describing how Burnout went about her daily activities the following day.

"You all right Burnout?" A concerned voice snapped her out of a daze. "You seem a little off today."

Burnout looked around quickly, the screen in front of her was black, it seemed her monitor had gone into hibernation from lack of use. Blinking she looked over at Jetfire, "Err, what makes you think that?" She stuttered trying to recall what she had been working on earlier.

'The Teletran II project, I was typing a report to hand in to Jetfire with the basic outline of how the new system would function.' Activating her computer she realized to her embarrassment that she hadn't gone much farther then the first paragraph.

"You e-mailed me that page four times." Her commander pointed out as he took a seat beside her. "And your shift was over forty-five minuets ago."

"Sorry." Burnout apologized sheepishly. What else could she say? "I'll stay and finish the report off the clock."

"No, that's alright. There are three others working on the same project, you don't have to do all the work. Go get some energon and relax, why don't you take tomorrow off, I don't need my inbox filled up again with each phase of the project." He patted her shoulder. "I know things have been a little tense down in the medical wing. Just try not to fry your circuits over it."

Burnout smiled her thanks and shut down her monitor. Doing as she was told, the light blue femme went to the rec room, but instead of low-grade energon she helped herself to the store of high grade. It wasn't until her second round did she finally feel her circuits relax. Very rarely did she ever allow herself to get even a little over energized, but she felt that she needed it today.

She had never been able to hold her high grade well, two drinks was enough to make her a little more then tipsy, so when other mechs started to file into the lounge after their evenings shifts, Burnout quickly found a corner to occupy until her lines cleared a little and she could walk out without fear of staggering. She pretended to read through some data pads that contained information on earth's current events, but had trouble focusing on the words.

'I'm an idiot.' She thought to herself as she finally stood up to leave. The other mechs seemed to be ingesting enough of the potent fluid that they wouldn't even notice her slightly unbalanced steps.

Maybe it was the high grade that directed her steps or the fact that her thoughts had been filled none stop with visions of red optics and clawed hands that had suddenly learned to caress. Either way somehow she found herself walking through the med bay doors. Ratchet wasn't there, she vaguely remembered him mentioning that he had a meeting with Optimus Prime this evening.

She stood in front of the door that led to Barricade's recovery room. It was still locked.

She stared at the keypad for a few moments, she knew the over ride code. Ratchet had never taught her and had probably planned on never doing so, but old habits die-hard. Before she knew it her fingers had typed the complicated code and the door clicked, revealing that it had been the correct number sequence.

Not even wanting to think anymore, Burnout punched the button to open the door a little harder then she intended to, but her nerves were starting to get to her. She probably wouldn't even be doing this if there hadn't been high grade still in her system.

Quickly before she lost her nerve completely, Burnout walked in and shut the door behind her. She spun back around and let herself fall back on the door, her optics zeroing in on the mech that lay motionless on his recovery bed. Her spark gave a tremendous lurch, something between panic and pain causing it to race.

'You don't want him to die. No one deserves to die.' Her thoughts echoed. Silently she edged her way around the room, keeping as much distance between herself and the seemingly re charging Barricade.

"I know you're there." His deep voice caused her to freeze on the spot, her optics never leaving his body, and to her small relief he didn't move an inch.

They remained silent for a while, Burnout too afraid to speak or even move, Barricade just simply not caring.

"They were going let you just die." She finally whispered.

"Why wont they?" His voice had the same effect on her as when he first spoke, cold fear gripped her and caused her next words to sound pinched.

"Because I think there is a life for you after all of this."

"Because you think this? Now they are taking the advice of a femme? Why didn't you just let them scrap me in the first place? You know you wanted to."

Burnout was shaking, but now more then fear directed her, Barricade's words were making her angry. Not only had he insulted her but also he was assuming it was her fault that he was still alive.

"No Barricade. You don't deserve death-"

"You figure I deserve something worse then death, to lay here prone and helpless while the Autobots pick at my carcass." He interrupted her; his voice had not risen at all, which almost made her more nervous then if he had been yelling at her.

Her anger was now running completely over her fear. "Have you not listened to anything we've been telling you? They are not going to leave you here to rot, your parts are in the process of being designed, but if you don't let anyone treat your injuries you will be too damaged to be put back together." Her voice had grown louder with each word and she caught herself loosing control. Taking a deep breath she continued. "You cant off line now just because you're too wrapped up in self pity to see past your nose."

Then ever so silently, almost too quiet for the mech to hear, she added, "I didn't."

"There is no life for me, even if I was repaired."

"I didn't let myself wither away to nothing after you kidnapped me and killed my friend right in front of my very optics, I didn't simply off line after Megatron nearly destroyed me, ripping out my sparkling-" Burnouts rampage came to a screeching halt when she realized what she had just said. She never planned on telling Barricade about the sparkling he had sired, it was a piece of personal information that she felt he did not need to know.

"What did you just say?" His voice had an eerie tone and Burnout found herself at a complete lose for words. Her mouth gaped open stupidly and she opted to remain silent.

Barricade rolled over onto his side to face her, his sudden movement caused the femme to back away even more, and her back slammed up against the wall.

"When did you have a sparkling?"

Burnouts whole frame was shaking now, the metal of her back was clanging loudly on the metal of the wall panels.

"Answer me! When did you form a sparkling?!" The Decepticon barked.

Burnout fell to her knees; the emptiness in her spark and the tone of Barricade's voice was bringing back awful memories of when she had been held captive. Pain filled, sad memories that never seemed to go away no matter how hard she tried to forget.

'The ones you want to never forget are the first to always slip away.'

Barricade saw the pain that he was causing Burnout and he silently cursed himself. This was exactly what he had feared; this was why he wanted nothing but to pass on to the matrix. He could not live without hurting others; causing pain was engrained so deep into his data bank that he didn't think that he could ever change.

Looking over the shaking frame of the petite femme, he wished he could reach out to her. Gather her into his arms and tell her that he was sorry and wanted to make everything right. He wanted to start over, start over like they had never met before, like they had never met back on Cybertron. Finally getting the courage to speak his mind to the femme, her pain stricken voice interrupted him.

"It was yours Barricade, and so young that I had only noticed it the first day you took me to Megatron. I'm sure the bastard made short work of the defenseless mech." She was speaking into her hands, and her voice was muffled, but Barricade heard every word.

And every word sickened him. The sparkling didn't disgust him; it was Megatron's actions that caused his tank to churn. The tyrant had found another way to ruin his life and the life of someone else. Even from his grave, the beast still managed to make beings miserable.

Barricade thought he was going to loose it, his temper was boiling. Ripping his optics away from Burnout's innocent form, Barricade turned to stare holes in the ceiling.

"Leave me." He growled, than he added a little softer at seeing the femme jump. "Please."

Hurrying to leave, the Decepticon called her name causing her to stop and listen.

"I would like to speak to you again though." His words were soft, uncharacteristically so. The femme had never heard him speak in such a tone and it confused her.

Burnout didn't reply, she was completely sober now and wasted no time sprinting back to her quarters. Another sleepless night awaited her.


	24. Chapter 24

Woo hoo! I'm back and oh man did I miss home. This was an extremely difficult chapter to write, I had so much I wanted to get out and a certain way I wanted to express it without making anything sound too rushed. Not to mention I wanted to get it posted ASAP cause I've made you guys wait soooo long. But here it is! Enjoy!

Face Down Chapter 24

Burnout didn't make it to her quarters immediately after her meeting with Barricade. Crashing through the med bay doors, the femme fell into the unecpecting arms of Ironhide.

"Burnout?!" The weapons master questioned holding the flabbergasted femme at arms length, her delicate shoulders were shaking and he took a closer look at her. "You're whole circuitry is going haywire." His optics narrowed as he looked from Burnout's upset face to the still open med bay doors, a particular recovery room door was just sealing shut.

"You went and saw _him_ didn't you?" He struggled to keep his voice soft and his suddenly flaring temper in check. Anger management was not his forte, especially when it came to Decepticons.

Burnout shook her head looking away from her friend.

"I- I'm sorry Ironhide. I ca- can't talk about it r- right now." The small femme shrugged out of the black mechs grasp, resuming the path to her quarters.

Ironhide growled in agitation, "I knew that 'con would be trouble, I need to put the pile of scrap in its place."

Burnout stopped again, whipping around she stared back at Ironhide. Purple optics widened when she saw the anger in his stature and the direction he was heading. Gasping the femme lunged to grab his arm before he stepped into the medical wing.

"Please don't Ironhide." She pleaded.

Ironhide froze at her gentle touch, although to her she was grasping him with all her strength.

"He hurt you. Again. I will not let him get away with this."

"He didn't hurt me. We just had a-" She paused. "- a discussion. About things from the past." She was looking down at the ground but was still holding his arm. "Just leave him alone, please."

--

'A sparkling? I fathered a sparkling?' Barricade stared up at the dark ceiling of his quiet recovery room. Although even he knew that he was far from recovering. The constant ache of his body and the feeling that he was always overheating clued him into the infection that was running ramped in his body. But he didn't care. His only thoughts were of what Burnout had told him.

Her words had triggered memories from back when he had been nothing more then a simple Cybertronian, back when his name had not even been Barricade and his only thoughts for the future had been securing a decent job and finding a femme whom to shelter and love and start a family unit with.

Another wave of pain interrupted his thoughts and anger filled his processor. He didn't want to admit to himself that the pain was nearly overwhelming. The pain made him angry, his confusing thoughts made him angrier, and the Autobots made him angriest.

"Why wont they just let me die?" He growled to himself. But Barricade knew that the damned medic would do everything in his power to keep him stable. That no matter how much Barricade fought and refused help, Ratchet would always come back. Every time the CMO returned, Barricade could feel his will power slipping, every time Ratchet or First Aid walked through those doors, another wave of pain would bring Barricade closer to excepting their aid.

'I haven't given in yet.' He steeled himself, holding onto what little dignity he felt he still possessed.

In a temporary lull of peace, Barricade's thoughts again drifted to Burnout. 'I caused her spark to split.' A feeling of pride caused his own spark to swell. How good it felt to be proud of something, even if the conditions hadn't been anything that he looked back on fondly.

'I wonder what it would have looked like?' Remembering that Burnout had said that the sparkling had been a mech, Barricade's spark swelled again. 'I wonder what _he_ would have looked like.' Sighing sadly, the Decepticon braced himself for another wave of pain.

'I could have had a son.' He thought as thr pain overtook him, but this time his weakened state forced him off line.

--

'Why did I tell him? How could I have been so stupid to let that slip?' Telling Barricade about their sparkling had been the last thing Burnout had wanted to do.

'What would he have done even if he knew? Would he have tried to save it? Would he have tried to keep me away from Megatron?' Her voice of reason piped in. 'Maybe he would have ended all of the torment.'

"Maybe." She whispered, "but I doubt it."

The war in her mind raged on.

'He didn't seem happy to know that he had fathered a sparkling; telling him back on Cybertron probably wouldn't have changed anything. It still would have been taken away from me. Either by death or forced into the Decepticon ranks, which would have been worse then death.'

Checking the time, Burnout realized that morning had arrived, another night spent with next to no recharge. Slowly, the femme got up to get ready for her morning shift.

'But who's to say what Barricade was angry about, I did tell him that Megatron had destroyed the youngling. Maybe he was upset that his former leader had taken away his offspring?'

Yawning while pouring some energon, Burnout tried her best to look awake and refreshed. She didn't want to be forced to miss anymore work, she was finally making a break through in the Teletran II project, the last thing she needed was for Jetfire to deem her unfit for duty. Again.

Shaking her head roughly in a vain attempt to push away all other thoughts, the light blue femme made her way to her computer station.

--

Ratchet was growing anxious, he hadn't made any progress on the Decepticon.

The wounds had been cleaned carefully during the surgery, but no matter how much care one took, there were post op procedures that needed to be attended to. Now, because those measures had not been taken, Barricade's once clean and sterile wounds were now rancid with rust and infection.

"I don't know what to do Optimus." Ratchet sighed, taking a seat next to his leader. "I hate to see the slagger suffer, in yet at the same time I wish him the most painful of deaths."

Optimus thought about Ratchets words and carefully made a reply. "Barricade seems to harbor a lot of guilt, so much that he doesn't want to get better. I know it is difficult for you as a medic, to just stand back and watch a mech suffer and even die, but you have to remember, Barricade knows he does not have a place among us. Until he knows that he can have a place, and until he has a reason to live, no amount of medical expertise will keep him alive."

Ratchet stared at his friend; he had heard almost those very same words not too long ago.

"But how do I put the will to live in someone when their very existence is damned? As an Autobot, how do I make a Decepticon feel wanted, or even needed?" Ratchet knew the answer immediately, but he couldn't bring himself to except the fact that the only way to get the mech to come around would be to recruit the very same being that he had been trying to shelter from this whole escapade. Burnout.

The medic was too wrapped up in his own thoughts and aggravated with them on top of it all to hear Prime's reply, instead the CMO stood up to make for the exit.

"I think I'm going to try again, maybe today will be better."

Optimus only nodded, he knew Ratchet had been troubled about Barricade, but it wasn't just the Decepticon, it was the con's effect on everyone, especially Burnout. The Autobot leader knew that Ratchet had a soft spot in his armor for the femme, but then again, who on base didn't?

If Barricade was affecting Burnout, then he knew, in turn, it was affecting Ratchet. More then the medical officer would ever admit.

--

Barricade snarled at Ratchet as the medic reached out to start working on the mechs rusting injuries.

He had awoken immediately when Ratchet had entered his small room. He may have been severely injured, but he was still alive enough to be aware of his surroundings.

"You need to allow me to work on you!" Ratchet yelled, slamming his tools down on the mechs berth. "Will you quit acting like a fragging sparkling and take it like a mech!"

"I will not allow your filthy Autobot hands to touch me, I will sooner rot before you will repair me." The Decepticon replied meekly. He was furious but lacked the energy to express it.

"Then who, I might ask, is worthy of touching you." Ratchet's patience was fried and now Barricade was pushing him farther.

"The only hands I will allow on me are Burnout's. She wanted me alive so bad, she can make it happen."

Nearly lunging to strike the handicapped Decepticon, Ratchet hissed, "You are disgusting." The smirk on Barricade's faceplate only made the CMO angrier. "What sick and twisted games are you trying to play? I will not stand back and let you toy around with her again, playing mind games and such. Either you except my help, or you get none at all."

Ratchet saw the retort form on the Decepticon's mouth component but to both mechs astonishment, Burnout's voice echoed through the recovery room.

"What do I need to do?" She asked, her voice shaking a little. Obviously she had heard the exchange.

The glare that Ratchet leveled on Barricade could have intimidated Unicron. "Nothing Burnout. You don't need to do anything." He spun away from the crippled Decepticon. "He wishes to lie here and rust."

Burnout watched with wide optics as Ratchet stormed out of the recovery room, her optics snapped back to where Barricade lay, Ratchet's forgotten tools lay spread out next to the mech. Looking over them, she knew what the CMO was trying to do to Barricade's wounds.

"You should have let them work on you from the beginning." Burnout whispered as she took a step closer to the mech's recovery bed. "Your wounds have become infected and it is going to be painful for them to be cleaned out." She took another timid step closer. "Especially now that you have become immune to all of the sedatives. Any of our analgesics will have almost no effect on you."

"Pain does not effect me, you know this." His voice caused her to stall in her approach, but she willed herself to continue. "You should enjoy causing me the pain anyway, consider it payback for all the torment I put you through." His tone was sarcastic.

This time Burnout did stop, bristled a little by his statement, she replied. "Unlike you Barricade, I can't enjoy causing another pain, even someone like you."

A look of shock, even hurt, passed over the Decepticon's features. "I am not proud of what I did." He turned away from her, looking toward the wall. "I still wish there was a way to take it all away."

Burnout felt her vocals grow tight and after a few quiet moments she forced herself to finish walking the distance to Barricade's side. Dragging over a stool to sit on and picking up a tool, she prepared herself to begin working on the mech.

Barricade stirred at the noises she was making. "What are you doing?" He snapped looking over at the femme. He eyed the tools in her hands wearily, he hated being repaired, and the memories from painfully being reconfigured into a Decepticon still burned red hot in his processor. Every Decepticon harbored a fear of medics, and from that fear hatred grew. This was one of the many reasons he had refused to allow Ratchet or First Aid to work on him, and not to mention his initial panic when he awoke in the medical wing missing his legs. He feared medics, but would never admit to it.

"You said that the only hands you would allow to touch you were mine." She looked down at his festering hip girdle. "Someone needs to clear out the infection or else there wont be enough healthy material to work with when your legs are finished."

Barricade's red optics stared at her, unbelieving and a little skeptical. "Why are you doing this?"

"Everyone deserves a second chance." Her words sounded stronger then she felt. Underneath her cool exterior, the femme's whole circuitry was taught with anxiety.

'Why am I doing this?'

'Because you can love him and he can love you back.' The thought nearly caused a complete train wreck in her processor. After a few moments to recollect herself and check that she was still functioning properly, or at least as properly as she could now a days, Burnout focused her attention back to the Decepticon who was now at her mercy.

With optics wide from the thoughts that were zooming through her processor, Burnout began the horrible task of grinding away any of the damaged metal of Barricade's raw wound. Gentleness was not an option in a procedure such as this, and Burnout new that she should have been enjoying the pain she was causing her patient, but deep down her spark cried out with every hiss of pain the Decepticon released.

He was in stasis lock before the job was even complete.

--

Ratchets anger had simmered down to a hot smolder after an hour, his fury had been so intense that he had completely forgotten that Burnout had stayed back in the recovery room with Barricade.

The inferno was re ignited as he leapt from his office chair and practically tore through the med bay to get into the Decepticons recovery room. Memories of how Burnout looked when he had first found her, fueling his already blazing temper.

"If he so much as looked at her wrong, I will find out, and I will make him suffer. Medic or not I will not put up with his slag." He growled to himself as he nearly punched through the keypad to activate the door.

Ready to use whatever tool he currently had available if he saw anything amiss, the medic glared around the room, his optics falling on a sight he never would have expected.

Burnout was sitting on his work stool but she had fallen into recharge and lay leaned over the stasis locked form of Barricade. The tools she had been using were still held loosely in her hands. Relief, shock, annoyance, and… jealousy? Flooded his processor.

'Why would I house jealous feelings toward a Decepticon?' He silently questioned as he made his way more calmly toward the two transformers.

Coming closer, Ratchet looked over the two, his optics fell on the freshly cleaned wounds that had worried him so much. They were clean. The metal was restored and shone with health.

Quietly, to not wake Burnout, he pulled the tools from her soft grasp; he knew she had been exhausted before she had even arrived in the med bay earlier. The sedatives she was taking to help induce sleep and keep her in that state were no longer working; her whole reason for coming down to the medial wing today had been to get a stronger supply.

It seemed that her body had finally forced itself into stasis lock just like Barricade's did, but for different reasons.

Gently, Ratchet gathered the recharging femme into his arms, marveling at how well she fit right next to him, and walked her out of the Decepticon's room to one of the neighboring recovery room beds. Looking down at her soft face, he didn't want to let her go. His earlier scare causing him to want nothing but hold her safe in his arms.

Burnout sighed, making a soft noise in her vocal processor, before shifting a little and snuggling closer to the warmth of his chest. Ratchet couldn't help but smile, how could he have been so stupid as to forget that the femme was alone with the Decepticon, the same Decepticon that had nearly ruined her. How could he allow her to work on the beast? Anger started to bubble again and the medic had to resist the urge to squeeze Burnout tight to him, protectively.

He would not allow Barricade the pleasure of tormenting her again. He hated to think this way but even if it meant that the Decepticon never recovered, he would not allow him to hurt her again.

'He did allow her to work on him, and as far as I can tell he didn't harm her in any way. I will just have to be more careful and keep a closer optic on the mech.' He wanted to forbid Burnout from seeing Barricade all together, but after what Ironhide had told him, he doubted that idea would work.

'I could restrict her from the med bay.' He deleted that thought quickly though. 'She loves it here. That would upset her more then the slagger parading himself around the base.'

The light blue femme moved again, unable to remain comfortable in the awkward position Ratchets arms put her in, and he sensed that he should put her down before she awoke to find him staring down at her.

With one last glance to assure himself that she was indeed safe, Ratchet left to return back to the Decepticon's recovery room.

Looking over Barricade, Ratchet quickly administered a strong tranquilizer to hopefully keep the already stasis locked mech out for a while longer.

Burnout had done a nice job cleaning out the necrotic material, but Ratchet wanted work on the mech himself and coat the wound with an inhibitor to hopefully keep whatever infection that might be left at bay.

The whole time he worked, the CMO continued to rebuke himself. Promising that he would do better at looking out for Burnout, that he would not allow for a mistake like that to happen again. Next time they may not be as lucky with the unpredictable Decepticon.

'But he did allow her to work on him. That has to mean something.' Ratchet thought again, leveling his gaze on Barricade's dark face.

Sighing after what felt like an eternity, Ratchet finally decided that Barricade's injuries could start down the long road to recovery, _if_ the fragger would let them keep working on him. Gathering his tools quickly and exited the recovery room before the Decepticon could come back online.

'He allowed Burnout to work on him, that has to mean something. But more importantly, Burnout wanted to work on him.' That feeling of jealousy suddenly raised its ugly head again.

A/N: Okay, a few things I wanted to touch up on. I know that transformers have the regenerating exoskeleton, self-healing body type thingy, but I figured that any transformer with serious enough damage would become susceptible to infection (which I think makes sense to call 'rust') if proper medical attention is not used.

Also, I read somewhere that the majority of the Decepticons were reconfigured from regular Cybertronians to become what they are, Decepticons. I vaguely remember it saying that the process was painful and I would assume the lesser mechs probably don't live through it and the greater beings are probably scared forever from it. I figured that either scientists or medics were the only ones who could do something like that so a deep down fear of medics seemed to make sense to me.


	25. Chapter 25

Face Down Chapter 25

Burnout woke abruptly; a moment of panic was quickly brushed away as she realized that she was in the medical wing.

'How did I get in here?' Thinking back to the previous afternoon, she remembered coming to the med bay to ask Ratchet for the new sleep aids he had recommended that she try. 'But I couldn't find him.' Hearing loud noises and raised voices from one of the rooms, Burnout had gone to investigate. Remembering the words she had over heard caused the femme to shiver.

"The only hands I will allow on me are Burnout's. She wanted me alive so bad, she can make it happen."

Burnout had been shocked by the Decepticon's words, but strangely, not upset. She should have been appalled, she should have been angry, but in some strange way, she felt touched. 'He only trusts me to help him.'

"You are disgusting. What sick and twisted games are you trying to play?" Ratchets voice held an icy tone that Burnout had never heard before, she wanted to leave and let the two mechs finish their argument. But it was like his words had frozen her in place.

"I will not stand back and let you toy around with her again, playing mind games and such. Either you except my help, or you get none at all."

Before she could stop herself, her voice broke loose from its strangled hold.

"What do I need to do?"

Burnout had thought Ratchet was going to have a main frame melt down right then and there, she thought he was going to throw something at her, or dismantle her piece by piece. She had been told about this side of Ratchet, but never had she seen it, she hadn't believed the stories until now. Never had she seen his optics narrow at such a degree that they became nothing more then slits, never had she heard his voice shake, or the stiff awkward stride as he marched out of the recovery room.

'He must hate me now.' Burnout thought sadly as she slowly sat up from the recovery berth. 'But I can't just leave Barricade to die.' The thought still shocked the femme. 'Even after everything he did to me, I still cant just let him die. Not if I can do something about it.'

Checking the time, Burnout was shocked to realize that she had been in recharge much longer then she ever would have anticipated, but it was still early, very early. The majority of the base would still be in recharge.

Exiting the room, Burnout quickly scanned the med bay. Everything was dark and awkwardly quiet, just the way she expected it to be. She was relieved that Ratchet would be tucked away in his own quarters; she didn't feel ready to face him.

'He would ask questions that I don't even know the answers to yet.' She mused as she silently made her way across the main room. Stopping suddenly, the blue femme turned around, optics locking onto Barricade's room.

'I need to check on him.' She convinced herself. Quickly retrieving a cube of energon, the femme reversed her path and paused outside of the con's room. Gently taping the keypad she waited for the door to release, optics trained on the recovery bed for any signs of movement. Nothing.

Trying to be silent but without making herself seem like she was sneaking, the femme walked across the distance to the mech's side. Gently placing the cube within easy reach, and quickly backing away, at a distance she scrutinized Barricade's condition.

'He already looks healthier.' She noted, 'There is a shine to his metal that wasn't there before. Not to mention his intake is functioning at a more regular rhythm.' Continuing to examine the mech, Burnout found herself looking over his facial features, and she was surprised to realize just how handsome she found them to be.

'He seems so nice, so friendly, when he is in re charge. If only he was like this all the time.'

Continuing to admire him, she sighed in frustration. She wanted to trust him, she wanted to give him a second chance, but how could she when beneath her new chest plates was a spark case that she had purposely refused to have replaced. 'So that I wouldn't forget.'

"I could have loved you." She spoke softly. "I could have trusted you and willingly given you everything. If only you would have taken the time. If only you would have asked."

Burnout turned to leave, missing the red glow as optics ignited.

Barricade felt his spark grow heavy with sadness, 'if only I had asked, if only I had been patient, and had known what love was then.' He thought to himself. 'Maybe its not too late, maybe there is still a chance. But how do I fix years of damage? How do I ease pain that I am the cause of?'

Staring blankly at the ceiling as if willing it to give him direction, a sudden thought struck him hard, and it scared him. 'What if I really haven't changed? What if given the chance I will just revert back to who I was? I am surrounded by everything I hate; all I can do is hope that it doesn't make me snap. For her sake, all I can do is hope.'

--

Turning the last corner that led to his dorm, Bumblebee was shocked to run into Burnout. The femme seemed just as surprised by the sight of him.

"Fancy meeting you out and about at this time." She jibbed, purposely setting herself in his path.

"I can say the same for you, but I have a reason for my late night excursion."

"And what would that be?" Burnout crossed her arms and raised an optic ridge, waiting for his answer.

Bumblebee chuckled at her antics. "Okay, Prowlet. If you must know, I was Sam and Mikaela's 'designate driver'. It seems that the age 21 is very significant to our human friends, and I was asked to play 'babysitter' while they went and got themselves 'shit faced'."

Burnout smirked; Mikaela had been talking about this party for weeks now. She had wanted Burnout to come, but the femme didn't think it was a prudent idea.

"I just don't want something stupid to happen, I'm too much of a risk with the Decepticons still out there. At least they are used to Bee's presence, if they pick me up on the radar, who knows how they will react. I would hate to crash your party." The femme had told the human female. "Couldn't we have a party here though? We could have the other humans come, aren't there a few that are close to you and Sam in age?"

Mikaela's face had lit up. "That is a great idea Burnout! We should go ask Optimus right now."

They still hadn't gotten a chance to ask the Autobot leader, but now that Burnout was reminded of the conversation, she was going to make it a point to talk to the commander.

"And what is your excuse for wondering the corridors at this ridiculous time?" Bumblebee prodded.

Burnout grinned innocently. "Well, to put it simply, I don't have one." She admitted, slyly taking a step away from her yellow friend, then suddenly dashing down one of the side corridors.

"Hey, that's not fair!" Bee whined before sprinting off after her.

The two ran down a few quiet hallways, completely oblivious to (or just not caring about) the fact that they were probably waking up every mech in the general area, not to mention that if Prowl were watching the monitors that morning they would probably have a whole stack of citations against them.

As if was, someone did notice. Stepping out of his quarters at an hour that should have been spent in recharge, this mech was not happy.

"Who the slag is making all that commotion." Ironhide grumbled, looking down each way of his hallway expecting to see a certain red and yellow set of scrap. He could hear foot-steps fast approaching. Turning in that direction, the powerful mech crossed his arms and prepared himself to 'terminate' whatever pest was causing such a stir.

Burnout looked over her shoulder as she sped around a corner to see where Bee was at, kicking up the pace a notch at realizing his proximity, looking up almost too late to see the black looming form of the weapons master.

"Slag." She squeaked as she narrowly avoided slamming into his waiting arms. Her light build and quick reflexes were the only things saving her.

What she hadn't counted on was a yellow freight train named Bumblebee to tear around the corner in hot pursuit. He may have been small and quick, but not to the same degree as the femme.

CRASH 

Ironhide, Burnout, and Bumblebee were a black, yellow, and blue bundle of metal and other random vehicular parts.

It seemed that Ironhide hadn't expected Bumblebee to charge around the corner blindly either.

"I swear to Primus, both of you better know how to run real fast if you know what's good for you." Ironhide's graveled voice rumbled from somewhere between Bumblebees door panels and Burnouts foot.

"If you would get your leg out of my face I would be doing just that!" Bumblebee retorted. Bodily shoving one of Ironhide's massive appendages off of him.

"I think I broke something."

Ironhide snorted. "Even better, I get to chase you to Ratchet's! I'll let him deal with you after a few laps around the base."

"I'm not waking him or anyone up for this." Burnout replied, pushing herself off of Ironhide. She had successfully become a Burnout sandwich.

"I think it's a little too late for that." An aggravated voice spoke from behind the group. All three sets of optics turned as one to see the second in command, arms crossed and that 'you're in a load of slag' look written all over his facial plates.

Burnout and Bumblebee were quickly reduced to the status of troublesome sparklings as Prowl raged on about everything from why there is a speed limit in the corridors to acting their age, how inconsiderate they were being to the rest of the base and for playing pointless games.

"You can't even use the lame excuse that you were going through some training exercise." He finally growled. By this time just about every mech in that sector was wide-awake and staring out of their rooms. "Even if you were, the two of you definitely failed that level."

"Did Prowl just try to make a joke." Bee commented quietly, as the tactician continued to rant on.

Burnout tried to hold back a giggle, but ended up snorting from the effort. Her rude noise caused the officer to halt in his flow and narrow his optics on the femme.

"Sorry, got a little dust on the intake. These floors are kind of dirty." Burnout was never this rude to any of her superiors, but she had to admit, Prowl was funny when he was pissed.

"Well then maybe you and Bumblebee can spend the day cleaning them, if you start now, you should have the base spotless by this time tomorrow. Then you will think twice about wasting your energy on such pointless displays of stupidity."

Both Burnout's and Bumblebee's shoulders drooped at the same time.

Well, he was funny until he said stuff like that.

Prowl spun on his heel and marched away, the entertainment over with, the rest of the onlookers quickly dispersed. Leaving the blue femme and yellow mech behind.

"Pointless displays of stupidity. That's a new one for the books."

Burnout turned to see Sunstreaker and Sideswipe smirking at their fellow delinquents.

"Now you two are going to poke fun at us as we follow through with Prowl's punishment right?" The blue femme asked.

"Pit no, were going to put our brilliant processors together and come up with something to make our second in commands day just so much more bright."

Burnout's optics widened. "You wouldn't."

"Of coarse they would, getting under Prowl's armor is what they live for, it's their purpose of existence." Bumblebee explained.

Sideswipe stepped up and put an arm around the confused femme. "Its quite simple, my little ray of sunshine, Prowl will be so busy being angry at the two of you, he will forget that there are others that he should be more concerned about."

Burnout smiled up at the twins, shaking her head in disbelief. "I have a feeling that we wont be the only one's with janitor duty today Bee."

The yellow and black mech laughed as the twins dispersed, already whispering intently.

Turning back to Burnout, Bumblebee looked the femme over, causing her to raise an optic ridge.

"What's up?" The femme questioned her friend, a look like that from any other mech would have probably earned a night in the brig or an extra long training session from Ironhide, but this was Bee, whom she trusted dearly.

"Nothing, its just nice to see you smile again."

A/N: I thought things were getting a little too serious, so I decided to throw something a bit more fun into the story. Plus I think it shows that even though Burnout is technically 'adult', she was forced to grow up very quickly. Every now and then she has to let the childish side of herself out, the side that never came to be while she was stuck in the horrible life that she was forced into. If Burnout had never gone through all the abuse, I think she would have been quite the hotheaded femme. But after everything she has been through, her true personality became hidden, showing itself in rare moment like this one.

Oh! I'm attempting to draw my rendition of Burnout. It's been like 3 years since I've drawn anything and I don't think I was even that good when I was practicing, so this has been a huge challenge which I have had fun meeting. Hopefully I will have it up by the end of this weekend, it will be on deviantart and my name is the same as it is with fanfiction. I'll put a link on my homepage as soon as i figure out how to do so. Peace out my friends!


	26. Chapter 26

Thanks for all of your reviews, I've been trying to update a little more often then this but life is an annoying game... Anywho, here's the new chapter!

Face Down Chapter 26

As Prowl predicted, the scouring of the base took all day, even when the twins were sentenced to the same task. If anything the two extra sets of hands slowed Bee and Burnout down.

"Where the pit did they find all of that oil?" Burnout asked Bumblebee as they both collapsed in the recreation room later that evening, covered in said product.

"I warned you not to give Sideswipe the keys to the storage rooms."

"All they did was go down the hall, he was in my line of site the whole time, I didn't think they could cause any problems that quickly."

Bumblebee raised an optic ridge at her. "We're talking about the twins here."

Both transformers looked up when the entrance to the rec room hissed open. Burnout was surprised to see Ratchet walk in looking run down; doing a double take at their filthy condition. Sighing heavily before lowering himself into a chair a little ways away.

The femme shot Bee a concerned look before getting up and dividing three portions of energon.

Setting one down for her friend, the femme made her way over to the medic.

"Hey Ratchet." She turned and pulled a chair over to sit beside her friend and mentor. "You look horrible." Looking him over in concern as she passed him a portion of the energon.

Ratchet took her offering gratefully, brushing his hand along hers accidentally. The touch caused him to jerk involuntarily, Burnout's optics narrowed slightly in confusion.

Not understanding the CMO's odd reaction, she ran a quick scan over him, but nothing seemed out of place or wrong, but then again her scanning system was not as advanced as Ratchets. It was very possible that he was hiding something from her.

"Something is bothering you." She pressed.

"Don't worry yourself over an old mech's problems."

Burnout crossed her arms, if he thought she would be thrown off that easily, he had another thing coming. "Your not just any old mech, Ratchet, you're my friend. When I was upset with myself, you wouldn't let me wallow in self-misery. What makes you think I wont do the same for you?"

He raised his optics to meet hers, if only he could tell her. But he had thought about this all night and decided that Burnout had to find her own path. For some reason, Barricade had been brought back into her life, and however much he hated to admit it, the Decepticon had changed. There just wasn't a place for the CMO in Burnout's life other then as her friend. Not to mention he was a medic.

'I am a medic, I cannot allow myself to get caught up in the emotions of the spark.' He had continually told himself all the previous night. Every time he almost let his feelings get the best of him, he would remind himself about his duties, his first and foremost priority.

Forcing a smile onto his lip components, Ratchet placed a hand on her shoulder and squeezed gently. "Thank you Burnout, but your concern is wrongly placed."

Burnout didn't want to give up, but she knew the battle was lost. Ratchet had to be one of the most stubborn mechs she knew, besides Ironhide.

"Well, you know where to find me if you want to talk about anything." She smiled back.

Ratchet nodded, "I will remember that." 'But I can't share these thoughts with you Burnout, they would be too much for your already strained circuits.'

"Try and get some recharge." She turned to Bee who was still sitting at the opposite side of the lounge. "Good-night, Bee. I had fun today." She smiled mischievously at the younger bot.

Watching Burnout get up to retire for the evening, Ratchet suddenly remembered something that Wheeljack had informed him about earlier that day.

"Burnout!" Standing up, Ratchet walked out of the rec room to catch up with the femme.

She looked up at him questioningly; surely he hadn't made up his mind that quickly to speak with her.

"I spoke to Wheeljack this morning."

Burnout's face became serious. "About Barricade?"

Nodding his head, Ratchet replied. "His legs are complete. We just need to set up a surgery day."

"When you say 'we', are you including me?"

Ratchet looked away from the witty femme. "I fear there is no other way to keep him quiet on the surgery table. He may even go under sedation easier if he knows you are near by, he only trusts you."

Burnout knew that it took a lot for Ratchet to speak these words; she knew how much the mech despised the Decepticon for everything he had done to her. His position as a medic was the only thing keeping Ratchet from beating the slag out of Barricade.

'Thank Primus I had been able to stop Ironhide that day.' She thought silently. "When would you like to begin the procedure?"

"Quit frankly, I would prefer to leave him just the way he is. But seeing as I have really no choice in the matter I'd like to get it over and done with by tomorrow evening."

"You deserve a place in the Matrix beside all the Primes, Ratchet." Burnout smiled sincerely. "All the lives you have saved, all the broken sparks that you have healed, and all the wrongs you have righted. Primus must hold you in very high regard."

Ratchet stared at the femme, shocked completely beyond words. "That has to be the greatest compliment anyone has ever given me. Thank you." He finally forced out after a few moments of silence.

Burnout shrugged her shoulders before turning to head to her room. "It's only the truth." She called as she departed.

--

Falling into recharge was strangely easier that night. It felt like a massive weight had been lifted from her shoulders, a weight that she hadn't even known she was carrying.

'I didn't realize I had been so concerned for Barricade, now that I know he is going to be whole again, soon, it's like I'm happier.' She pondered her feelings for a while. 'I should be upset, even scared. But I really think he has changed, Ratchet even thinks he is different. I can only hope that things remain this way after the surgery.'

After a few more minutes, her purple optics grew dim as recharge took over.

--

Barricade caught his optics drifting to the door way for what felt like the thousandths time that day, or night, he couldn't keep track any more. He couldn't remember how long he had been lying there in his cave. He had lost track after those fevered nights when he couldn't even tell when he was awake or in recharge.

'Why hasn't she come yet?' The Decepticon thought sourly. He found himself looking forward to Burnout's visits. Even if they didn't say a word to each other, she was the only one who he felt accepted him, the only one he felt comfortable around.

The femme hadn't come to see him, and he was disappointed because of that.

Snapping his optics away from the entrance again, Barricade growled in frustration as he rolled over to stare at the plain wall next to him.

"She is not coming today, get over it." He snapped, then before forcing his optics off line he thought silently. 'She doesn't care, not that I blame her. I wouldn't care about myself either.'

--

"Don't leave!" Burnout's feminine voice cried out, waking herself up. Sitting upright, the femme looked around in confusion, she hadn't been having a nightmare. But the images in her processor were still clear as day and they worried her.

_Ratchet and the femme had just finished connecting the last group of wires to attach Barricade's new legs. Upon completion, the mech had promptly sat up and swung his freshly repaired appendages off the table and proceeded to stand and walk out the medical wing. Offering not a single word in their direction._

"_Wait, aren't you going to stay? You need to get accustomed to your legs, there might be glitches still." Burnout had called out after the receding form of Barricade._

"_Don't concern yourself with me, I have no place here." His voice was hard with determination. Burnout knew there was no getting through to him. _

_With sad optics she watched his silhouette disappear from her vision all together._

That was when she had awoken.

"Don't leave." She whispered to herself.

Not even checking the time, Burnout hopped off of her berth and went for the door.

The hallways were quiet, but she had the distinct feeling that the other mechs were awake and preparing to start their day.

She went straight to the med bay, once inside, stopping only to see if Ratchet had heard her enter.

With a sigh of relief at not being discovered, she went to Barricade's recovery room. 'Why do I feel like a naughty sparkling sneaking into somewhere I shouldn't be every time I go in here?' She pondered to herself as she activated the door. 'I have every right to be in here with a patient, Ratchet told me he trusts my judgment as a full technician, he knows I wont try something over my head.' Pausing in the doorway, she was shocked to see the red opticed Decepticon sitting up and fully awake. The infection had completely receded and he was regaining his strength.

'It's because the patient is a Decepticon, and a very dangerous one at that, one that I share a horrid past with.' But she quickly buried the thoughts as she walked into his room, closing the door behind her. Instead she thought about other things.

'He trusts me, maybe I should return the favor and allow myself to trust him back, at least a little.'

"You look better." The femme observed quietly as she drug a stool over to sit beside the mech. She placed the seat a little closer then she felt comfortable, she was in range if he decided to grab her. 'I have to try and trust him.' She continued to repeat to herself.

"I feel better." The baritone of his voice caused her spark to skip.

"You should have allowed them to work on you sooner, then you wouldn't have had to go through all of that."

"I wasn't going to allow them to work on me, I didn't care about the consequences."

Burnout looked over the mech, taking time with her words. "Well, you're going to have to get over yourself." She spoke without looking at his face. She found herself staring at his rough hands; they didn't seem as sharp as they used to be, back on Cybertron. As a matter of fact, his clawed digits didn't seem nearly as long as they once were. His hands almost looked normal.

"Why?" She looked up at the sound of his question. "Why do I need to get over myself?" He pressed.

For the first time, she looked into his optics, without fear, without hatred, and without pain. She looked into his red orbs and felt calm. "Your legs are finished."

Barricade seemed stunned, his silence stretched uncomfortably long. Burnout as about to question if he had heard her at all, or if there was something wrong, but he finally spoke.

"That still doesn't answer my question."

"I'm not a medic, Barricade." Burnout didn't mean to snap at him, but she did. Pausing to recollect herself, she continued softer. "I can't perform this surgery on my own. You are going to have to allow Ratchet to work on you." She paused again. "Under sedation."

Burnout carefully gauged his reaction, but for once she couldn't make heads or tails of it. He seemed understanding of the situation, but then again was there just an angry flare of his optics?

"I wont leave you, I'll stay right there through the whole surgery." She added, tentatively reaching out one of her hands and resting it on his own. "I'll be with you when they put you under, I've already been asked to assist with the surgery, and I'll be there when you wake up."

"When?" 'Did his voice just shake?' she wondered.

"Ratchet wants to get started as soon as my shift is over this after noon."

They were both silent, caught up in their own thoughts. Burnout remembered her dream that had awoken her this morning and the fear of it coming true returned.

"Barricade, will you promise me something?" He looked at her questioningly.

"Promise to stay after the surgery, don't just leave once you're put back together, stay here."

He seemed confused by her worry. "I will do what I can." He answered slowly. "But I wont promise anything, you're the only one who wants me around it seems."

"Doesn't that count for something?" A note of desperation reached her voice that she wished she could have held back.

"It holds more weight then you may think."

They were silent for a while longer, Burnout had never withdrawn her hand, and Barricade had never made a move for more then the simple touch.

Checking the time, Burnout sighed. "I need to get going." She stood, slowly letting her hand slip from atop his. "I will be back, don't let them start without me." She gave him a gentle smile.

"Wasn't planning on it." To the femme's amazement, a smirk had formed on the Decepticon's lip components, but not the evil look that she had grown to despise, a smirk that could have easily become a smile had Barricade allowed it to happen.


	27. Chapter 27

Face Down Chapter 27

Barricade was staring nervously as Burnout went through her well-practiced routine of hooking up regulators and monitors for the surgery. She had promised him that he would not even see the other medics through the whole process. True to her word, Burnout and Burnout alone assisted him to the O.R., and was now preparing him to go under the anesthesia.

"I know it's your instinct, but you should try to relax and not fight the chemicals. The surgery will go quicker and you wont feel so fuzzy when you wake up." Her quiet voice instructed. She was looking down at him, an I.V. catheter in her hand.

After a moment of hesitation, the mech extended his arm for the femme. With precision and gentleness that he knew only a femme could posses; she easily inserted the device into one of his main energon reservoirs.

He watched out of the corner of his optics as she chewed on her lower lip component, a habit he had never noticed before, but a quick search of his memory files revealed she had done it back on Cybertron too. He thought it was a fitting display of concentration for the femme, not to mention it was cute.

"If there were more medics like you around back on Cybertron, I think our ranks would have never diminished as badly. Mechs preferred to die from their injuries then visit the Decepticon med bay."

"It seems to be a universal fear. I've never seen a more pathetic sight then when Ratchet orders a routine maintenance."

Barricade heard Burnout's voice continue to speak, but no matter how hard he tried, he couldn't concentrate on her words and make clear what she was saying. Realizing what was going on, he rose to fight off the drowsiness, but numbly remembered her directions to not fight the chemicals.

'A little warning next time, femme.' He thought groggily to himself before blackness embraced him.

--

Burnout released a deep breath when Barricade's optics dimmed and his spark beat slowed considerably. She had packed a lot in that initial punch of sedatives, the only other mech she knew that took that much to knock down was Ironhide, but that was only on the rare occasion that Ratchet graced him with the opportunity to be unconscious through any medical procedures.

Hooking up the energon drips and the anesthesia machine, Burnout silently messaged Ratchet.

: Barricade is out.:

: On our way, any problems?:

: None at all.:

The O.R. doors hissed open, Ratchet and First Aid walked in. Her olfactory sensors picked up the strong smell of the chemicals they had used to disinfect their hands and arms with. Only being an assistant through this, she didn't need to scrub in, but the femme would have to be cautious as to not contaminate the sterile field.

The two medics began working immediately. The freshly healed metal on Barricade's lower half was carefully re opened to reveal the organized mess of wires, energon lines, and vital components. While Ratchet worked on the living half, First Aid busied himself with preparing the other half. Once the legs were connected, then the Decepticon's internal repair systems would take care of the rest, pumping life into the new limbs and meshing them seamlessly to the rest of his body.

Burnout watched intently, assisting when needed, but her main job was to keep an optic on all of the sensors and monitors, especially his pulse. An elevation in the pulse rate would indicate that he was feeling pain and coming back online, she would respond by heightening the anesthesia intake. If his spark beat lessened, she would have to do the opposite. It was a tricky balance, she could not risk him coming back to his senses when he was lying so vulnerable under the O.R. lights, the result could be catastrophic and dangerous for them all. Yet at the same time she couldn't just flood his intake with the strong chemical, the result would be fatal.

--

Barricade had been chemically forced off line a few times in his long life. He knew what to expect. So when the darkness lifted and light filled his surroundings, he immediately assumed that the surgery was over. But he wasn't lying on a surgery table, or even on his recovery berth. He was standing.

'Where's Burnout?' He thought in mild agitation. 'She promised she would be around when I woke up.' Crossing his arms and looking around, the mech felt completely lost.

There was nothing, absolutely nothing around him. It was like he was being suspended in the middle of a giant white orb.

"Father?" A small voice asked from behind him.

Barricade nearly deactivated in surprise at the sudden voice. Spinning around, attempting to activate his gyro blades, the mech looked down at his hands in even more shock.

Forgetting the voice that had spoken to him, the Decepticon scanned over himself in growing fear. He almost didn't recognize himself. Gone was the heavy outer layer of protective armor, gone was every weapon; gone was even his battle programming!

'This is what I looked like before I became a Decepticon, when I was nothing but a weak Cybertronian.'

Anger started to rise up from the pit of his tank. "What have they done to me?" He growled. Looking up he caught sight of the small voice from earlier. Ready to attack anything for this betrayal, Barricade narrowed his optics on the small mech in front of him.

But realization that this was not just a small mech, but a youngling caused him to take a step back. Then he remembered how the small being had greeted him, Barricade felt other, indescribable emotions begin to well up.

"What did you call me?" He asked, uncertain if he really wanted the youngling to repeat itself.

"You are my mech creator. I can feel you." He put a small hand on his chest, over his spark. "Just like I can feel my mother."

Barricade was floored. This was his sparkling? The essence of his spark?

"But I thought you were-" Barricade trailed off when another realization hit him. "Holy Primus, they killed me. Those slaggers let me die." He looked around himself in wonderment. He had never thought about death before. Even when he nearly gave up his life after being stuck in that pit hole Autobot base. 'If it weren't for Burnout…'

A soft giggling made the mech look back over to his son. "What's so funny?"

The small mech shook his head. "Your not dead, Primus isn't ready to take you back into the matrix yet."

Barricade continued to stare down at the youngling, disbelieving what was in front of him. "My son." He whispered so softly that even he could barely hear himself.

Kneeling down, the mech felt a smile spread across his face. For the first time in a very, very long time, a smile of true happiness graced his lips. "Come, let me take a closer look at you."

The small life walked confidently over to his mech creator, squaring his shoulders and puffing his chest a little in the process. Barricade felt his spark leap in pride and the smile on his face grow even wider. There was no denying that this was his son, blue optics or not, this was his offspring.

Forgetting pride or reputation, forgetting that he was a cold, heartless, Decepticon, Barricade leaned forward and scooped the little bundle into his arms. The youngling gave an indignant squeak of surprise, but didn't fight the warm embrace that he found himself in.

The older mech held his sparkling close marveling at the feelings that tugged at his own spark. He knew about bonds, but he had never really understood them, never the less felt one. But holding his youngling close and feeling the tug at his own spark as it craved the proximity of its offspring, Barricade could not believe how right it felt. How perfectly everything seemed to make sense even though his processor still whirled in confusion.

An odd feeling began to wash over him, a tugging at his frame. The youngling in his arms looked up at him sadly.

"You have to go back home." He answered Barricade's silent question. "Would you tell mother that I love her and that she will see me again?"

Barricade continued to stare down at his child, unsure of the true meaning behind his child's words. "Of coarse I will."

'He would have been a strong mech.' Were his departing thoughts as the tug on his frame became more of a hauling sensation and darkness over whelmed him again.

--

Burnout took up her post next to Barricade's bed as Ratchet and First Aid left. Ratchet and the femme had gotten into a rather heated discussion and now the mech was a little on the short side. Burnout tried to push away the memory, but it kept replaying in her processor.

"Burnout, will you help me clean out the O.R while Barricade comes back to himself?"

Burnout looked up at Ratchet, a sheepish expression on her face. "I would, but I promised Barricade that I would stay with him until he wakes."

Ratchet crossed his arms. "I understand that you are concerned about the mech, but you need to remember your priorities."

Burnout thought for a moment, trying to find a compromise with the medic. "I'll clean it as soon as he wakes up."

"And in the mean time risk an Autobot being injured and needing to be operated on stat." Ratchet's voice had risen causing Burnout to feel like a foolish sparkling, again. But then another thought struck her, bringing confidence back into her spark.

"Ratchet, you forget that I'm only a volunteer. I've worked off my debts, not to mention Barricade's." She watched as Ratchet's posture became stiff and Burnout felt that her statement had been out of line. "If he comes around quickly I will be out to finish whatever you and Aid start. I just feel that I need to uphold this promise."

"Fine." The medic growled throwing his hands in the air.

First Aid watched with growing optics, he couldn't believe that Ratchet had handled the femmes comment so calmly. Looking from Burnout to Ratchet, the medic definitely noticed that his senior tended to hold his temper especially taught when around the femme. Something he never did even back on Cybertron, everyone knew the wrath of Ratchet, femme or not.

'Either old Ratch is getting soft, or this femme really has a special spot next to his spark.' He thought as the recovery room doors slid shut behind them and he followed his stomping superior to the O.R.

Taking a deep breath, Burnout sank into the comfortable chair she had brought in to sit on while she kept an optic on the recovering mech. Keeping an optic on him was an understatement; she didn't take her optics off of him.

--

"So why do you think Burnout is suddenly so concerned over Barricade's well being?" First Aid asked Ratchet as they collected tools to be put through the sterilization process. The younger officer turned when he heard the clang of a tool falling to the ground.

"I don't know First Aid, I'm not concerning myself with it, and neither should you."

Aid continued to watch his mentor who seemed rather uptight about the whole situation. 'He is just worried about Burn's safety; he doesn't want her getting hurt again. He did spend the better part of two weeks putting her back together, not to mention the years of mental healing.' He couldn't push away his observations though. The way Ratchet's whole demeanor softens when the medic is around the femme, how he always has something nice to say to her, and the fact that he still hasn't thrown anything at her was a phenomenon all in itself.

Suddenly feeling brave about the conclusion he came to, Aid walked over and put a hand on Ratchets shoulder. "I would be lieing if I said I didn't have feelings for the little femme too."

Ratchet responded in kind, with a solid blow to the side of Aid's head. Well placed and carefully executed to only make the younger medic see stars for a few minuets.

With a ringing in his audio receptors, the younger medic continued his work, but a smile had formed on his facial components none the less. Good thing for Ratchet he was good with secrets, and unlike the twins, wasn't inclined to starting slag.

First Aid couldn't help but feel sorry for his friend though, because if the rest of his observation was accurate, it seems that the femme in question only had optics for a different mech. A mech that would send the whole base into a fit of ungodly rage should he even sneeze around her.

Good thing for Burnout, he was good at keeping secrets.


	28. Chapter 28

Woo-Hoo! 200 reviews, I am so happy! Thanks so much everyone for your support and sticking with me. This story has been fun to write, but without you, the reviewers, it probably would have ended many chapters ago. But don't worry, I still have a ton of stuff planned for Burnout and Barricade. And you Ratchet fans don't worry, I have a little surprise planned for him :)

Huge thanks to Litahatchee for this chapter, she had the idea, and I went with it!

Face Down Chapter 28

Burnout looked up when Barricade shifted slightly on the recovery berth. She had guessed that it wouldn't take long for him to wake back up after the surgery. 'Ratchet just wanted to order someone around.' She thought dryly to herself as she stood up to stand next to Barricade's reclining form. 'I'll have that room spotless in no time.'

Her optics narrowed slightly, he was mumbling something. Leaning closer to try and hear him, the femme almost screamed when red optics suddenly ignited.

"What did they do to me?!" Barricade's voice boomed into her audios.

"W-what are you- Barricade!" Barricade's hands were suddenly at her throat and Burnout thought termination was upon her, either by the Decepticon's hands or the fear that threatened to rupture her spark. Memories, horrible memories, that she thought she had forgotten, that she thought she had permanently deleted, suddenly slapped her in the face.

So shocked, the femme could hardly speak. "P-please, stop. You're-you're hurting me." Her voice squeaked out as the large mech continued to hold her down.

"Where is my armor!? Where are my weapons!?" The Decepticon ranted.

"I don't know what you are talking about!" Burnout cried out. Taking a deep breath and suddenly finding her voice, the femme screamed.

"Ratchet!"

As if the shrillness of her panicked voice knocked some sense into the rampaging Decepticon, or Barricade finally snapped out of whatever demented world he had found himself in. The mech suddenly gasped and released his hostage.

"Primus, what have I done?" He asked himself as he looked over the trembling femme. "Burnout I didn't- I'm so sorry. I don't know what happened." The confused Decepticon was looking down at his own shaking hands.

Burnout had backed out of arms reach, optics wide with terror. She nearly jumped out of her own light armor when both Ratchet and First Aid leapt through the recovery room door, saws and lasers armed and ready.

Ratchet was immediately between Barricade and Burnout, giving the femme a questioning look.

"He panicked when he came back online." She explained quickly. "I think he thought we re programmed him or something."

"Did he hurt you?" Ratchet threw the mech in question a murderous glare.

"He didn't mean anything Ratchet. He just lashed out. I'm fine, or at least I will be once I calm down."

Continuing to look between the Decepticon and Burnout. Ratchet finally decided it was safe enough to at least lower his saw. Barricade had remained completely still through the whole exchange.

"Go get some energon Burnout, and rest."

"What about the O.R?"

"Aid and I have it under control."

Burnout did as she was told. The medic hadn't taken his optics off of the silent mech lying in front of him.

"Touch her again and you **will** wake up re programmed, as a garbage can." Ratchet threatened before turning.

"Wait." The Con pleaded to Ratchet's retreating back. Said mech spun back around.

"What?"

"Later, once she has settled back down. There is- there is something I need to tell her. Will you tell Burnout to come back?"

"I doubt she will come back to visit your sorry aft."

Barricade's pride burned but he didn't let the medic's remark faze him. The Autobot had every right to be short with him.

"Tell her she doesn't have to come alone. I don't care who watches out for her; even that slag headed weapon's specialist can come. But there is something really important I need to tell her."

Ratchet was silent a moment, contemplating the mechs request. "Tell me, and I will be the judge of its importance."

This time Barricade did feel annoyed, but he answered any way. "It has to do with her sparkling." The Decepticon spoke softly.

Ratchet made a strangled noise in his vocal processor. "How do you know about that!? She told next to no one. Along with the fact that you didn't know." Ratchet had advanced back into the room.

"I'm the fragging father, and she told me months ago! If you have a problem with that then lets take care of it right now!" Barricade pushed himself upright. He may have had new legs but by Primus did they hurt, not to mention circulation still hadn't reached the farthest places, like his feet. And everything was still tingly. Legs or no legs, he would try his damndest.

First Aid was beside Ratchet in a spark beat, he wasn't a fighter, but he would defend his friend. Ratchet had no doubt in his mind that if either of them advanced a single step closer a fight would erupt. 'I just spent three fragging hours putting those legs back on, I'll be damned if I let them get slagged up because of foolish pride.'

"Lay back down Barricade. If Burnout chose to tell you then so be it. I do not control her life, she chooses for herself while she lives amongst us."

The medic turned to leave. "I'll mention that you wish to speak with her."

"That is all I ask."

--

Burnout had stopped shaking, but her processor was still a whirling mess. 'His face, when he realized what he was doing, he really didn't mean to hurt me.' Looking into her half empty cup of energon, Burnout sighed. "He apologized, and he meant it." She whispered to herself.

'Something must have really upset him. He had looked at me without really seeing my face. He must have had some kind of dream that we stripped him of all of his defenses.' Burnout stood up right as Ratchet and First Aid emerged from the recovery room.

Walking immediately to the femme, Ratchet looked Burnout straight in the face. "Your sure he did not harm you?"

She nodded her head slowly.

"You're not to go in there ever again by yourself. He's too dangerous."

Burnout's feminine pride suddenly raised its ugly face. "He didn't mean what he did, he is not that dangerous. I'll go in there if I want to." 'Why am I defending him?' She thought as Ratchet's rage began to return, although it had never fully left.

"Why are you defending him?" Ratchet's voice was dangerous as he repeated the femmes same thoughts. "Do you not remember everything he did to you? Do you not remember the years of hardship you went through trying to forget? Do you want to go through all of that again?"

Burnout felt her spark clamp tight in cold dread. She didn't want to answer these questions; she wasn't ready. These were the same questions she asked herself regularly, and as of yet, she still hadn't found the answers.

"He's changed Ratchet, even you admitted to it." Her voice was quiet with determination.

"Yes, I did say that. I even believed my words until this happened. Decepticons never change, I don't know what I was thinking." Ratchet's words were like a slap to Burnout's face. She still believed with all her spark that Barricade had changed; he had just made a mistake.

"I lashed out at you when you woke me out of a bad dream. Don't be so quick to judge until you know the whole story."

Burnout stomped past the CMO, straight for Barricade's recovery room. "Burnout!" He took a step to grab the femme's arm but she was quick to twist out of his light grip.

"I'm fine Ratchet." Burnout snapped, standing outside of the door. "Stick around if you're so certain Barricade hasn't changed, but that OR still needs to be scoured."

Ratchet was shaking now. "Fragging femme." He growled as he watched her disappear into Barricade's recovery room. "Why is she being like this?"

First Aid wasn't sure if it was safe to speak but decided to take his chances. "I think her confidence has fully returned Ratchet."

The medic looked over at his second.

"I think this is just her true personality coming through. I doubt the Decepticons would have been interested in some dead headed femme."

"Well its fragging annoying."

Even if he was angry with the femme, his annoyance didn't stem his concern for her well being. Ratchet stuck around, keeping a careful audio tuned into the direction of Barricade's recovery room. If he heard anything out of the ordinary, slag, if he didn't hear anything, he would be in there quicker then Barricade could say frag.

--

Burnout knew exactly why she was going back to Barricade's room, because Ratchet had told her not too. The medic hadn't told her anything about what Barricade had spoken to him about. As far as she knew she was just being rebellious and proving to Ratchet that she could do what she wanted and that Barricade had changed, he wouldn't hurt her, at least not intentionally.

Burnout was surprised to see the Decepticon still sitting up, his back pressed against the wall that his recharge berth was pushed beside. He didn't even look up at her, his face was pressed into his hands.

'He really is ashamed of what he did.' Burnout looked over him with sad optics. She wanted to tell him that she was okay. That she understands he was confused, and other then being a little emotionally shaken, she was fine. But the words sat unspoken in her vocal processor.

Walking softly over to the mech, Burnout resumed her previous seat next to his bedside. She could wait until he was ready to talk to her.

Barricade looked over at her from the corner of his optics after a while. "I didn't think you would come back. Especially not alone."

"I'm sure Ratchet has his audios to the door." Burnout gestured to the barrier. "He wasn't too happy about me coming back in here."

"But you did. You came back."

Burnout nodded her head slowly. A strained silence spread forth, but neither seemed too uncomfortable.

"I was hoping you would come, there is something I need to tell you. Did Ratchet mention it?"

Burnout glanced back up at the Decepticon; he had lifted his head but still wasn't looking at her. "No, we just argued."

Burnout was startled slightly when the mech turned his head suddenly and laid his intense red optics onto hers. "I saw him." Burnout looked on in confusion, about to question what Barricade was talking about.

"I saw your son. Our son."

Burnout felt her spark almost break in two at Barricade's words and she was shocked into silence. 'He saw our sparkling, he even said it was ours.' For some reason, that simple word, 'our', made all the difference in the world. It made the femmes spark swell up in pride that Barricade would admit to it being their sparkling.

"He was- he was beautiful." The mech whispered. "You created a beautiful sparkling."

Burnout thought she was going to short circuit, her swelled spark just exploded. She blinked her optics a few times to clear the static. There was no denying the love in Barricade's voice. 'He loves his sparkling! He complimented me! He really has changed!'

"Did you talk to him? Did he say anything?" Burnout asked excitedly. She hadn't seen her youngling in any dreams or visions since she had first been operated on, back when she had first arrived on earth.

"He told me that he loves you and you will see him again someday." The words sounded odd coming from the Decepticon's lip components, but that didn't matter to Burnout in the least. The fact that he had said them, he said them without a sneer or a sickened look on his face. He said them as if he understood what it meant to her.

"What did he look like? Was he still small, barely up to my hip?"

Burnout watched in amazement as a smile formed on Barricade's face. "He's grown. You probably only have head and shoulders over him now."

After a few moments of silence, Burnout suddenly looked over at Barricade, he was watching her with soft optics.

"But if that is the vision you saw when you were under, why were you so upset when you woke up?" Her voice trembled slightly.

Barricade's face visibly darkened in shame, and Burnout almost wished she hadn't asked, she had spoiled the moment. "I over reacted." He explained slowly. "I was absolutely defenseless when I saw our son. It was unnerving." He sighed heavily. "You have no reason to forgive me, but for what its worth, I'm sorry. I didn't know what was going on when I woke up."

Barricade's head shot up when Burnout began making odd noises. "Burnout what-?" He thought she was choking, her air intake seemed blocked. But her head was down in her hands, not clutching at her throat desperately. It was as if she, as humans put it, crying, but no tears leaked from her optics.

The Decepticon continued to look over the femme in mounting confusion and fear. 'What did I do? Did I hurt her again?' "Burnout, I'm sorry." He practically yelped. "I don't know what I did this time, but I'm sorry."

The femme lifted her head to look at Barricade. To his surprise she snorted, and began to laugh. 'Oh Primus. She's glitched. Her logic circuits are fried. What did I do?'

"I can't believe it." Another sob rattled her frame. "You're sorry, and to top it all off, you mean it. You really mean it!"

The femme began to laugh again and all Barricade could do was stare with widened optics. Movement from the front of the room caught his attention and he narrowed his optics threateningly as Ratchet rushed in. But the medic seemed just as confused as the Decepticon as he took in the scene.

Burnout stood and looked at Ratchet. "He's sorry." Was all she said as she walked out of the room in a daze, another snort issuing from her air vents.

Ratchet looked at the confused mech, for the first and probably last time, a neutral moment passed between the two.

"Don't look at me like that, I don't know what the frag just happened."

Ratchet turned to follow the femme. "I think I need to run a diagnosis."

A/N: Wow, what an emotional roller coaster this chapter turned out. By the time I was done I felt just like Burnout. Unsure to cry or laugh! I felt I needed to capture just how confused Burnout is. Deep down she wants to like, and even love Barricade, but there is still a lot of hurt in the way. I think this encounter, with Barricade being so impressed by their sparkling and his sharing that with Burnout, is really going to open some doors for the two. Even though the situation in the beginning happened, that was just a minor set back and really allowed for a lot more growth between the two. Hope every one is enjoying! I know I am having a blast writing this.


	29. Chapter 29

Face Down Chapter 29

"Why cant I walk yet?!" Barricade's voice echoed throughout the med bay as Ratchet entered the mech's recovery room, the door slid shut behind the medic, blocking any farther noise to anyone in the main repair bay.

Ratchet had been expecting a response like this. Even Autobots were a bit upset following a surgery of this substantiality, only to find out that walking was still a distant goal. 'What is it with everyone and instant gratification?'

"You have obviously never experienced injuries of this magnitude before." Ratchet answered as he stepped up to the Decepticon's berth. "I'm a medic. I've been known to produce miracles, but I am no magician, nor am I Primus." He crossed his arms. "It will take some time for you to grow accustomed to your legs."

Barricade growled impatiently.

"Do tell me, what is it that you are in such a hurry to get back to?"

Silence.

"Your therapy starts tomorrow." Ratchet concluded at length, turning to leave.

"What?" The word was spoken, no, more like spat, with such venom, Ratchet was almost tempted to schedule to have the legs removed instead of giving the mech a chance to become acquainted with them.

"Physical therapy, you start tomorrow." The medic repeated.

"What the slag is that?"

'Such attitude.' "Oh, I forgot. Such practices are uncommon amongst the Decepticons. A mech suffering from your wounds is more often then not left to die. Of course you wouldn't know what physical therapy is." 

"Are you going to answer the fragging question or glitch at me all morning?" Barricade's patience was running as thin as molecular dust, not that he ever demonstrates a capability of possessing more, at least not with Ratchet. Funny how alike they seemed at times.

"There are exercises and rehabilitation procedures that you must master before you will recover full use of your lower half. You start these tomorrow."

"I don't need any pit spawned rehabilitation slag."

Ratchet felt his cooling systems kick on as his energon heated up. "Oh really? Well, why don't we just go for a little bout in the practice rooms? I'm sure Ironhide would be more then happy to put you through your paces."

The medic was pleased that he didn't get a response out of the mech. A triumphant smile forming on his lip components as he exited into the main repair room, 'I may have won a battle, but the war still rages.' He thought dryly.

--

"I bet you a tank of high grade he won't cooperate."

First Aid looked over at Burnout. She had been, wisely, keeping her distance from the CMO for the past week or so. In turn, keeping her distance from the med bay. Though, considering her absence, the Decepticon was still in a fairly decent mood. He knew she was sneaking in under his superior's optics somehow. 'I wonder how she would react if I revealed my observations?' He thought as the femme fiddled with an empty low- grade energon cube. 'Maybe I will talk to her in the future.'

"You don't consume high grade."

"Yeah, but I can trade it with the twins for something good."

"If I take the bet, I might as well pay up now. There is no doubt in my processor that the medical wing is going to be a very dangerous place tomorrow. A recovering Decepticon being the least of our worries."

"Guess we had better block off that hallway. Don't want any bystanders being injured, that would really add fuel to Ratchet's fire." Burnout let a smirk play at her mouth component.

"I think I am going to go talk to Sunny and see about getting some of their personal high grade, if I over energize now, my circuits will be too fried to be of any use in the morning." First Aid's voice had taken on a touch of hysteria at the mere thought of being in Ratchet's presence during another of the medic's rampages.

Burnout snorted and looked away as First Aid's optics suddenly dimmed slightly indicating that he was receiving a private transmission.

Sighing, the assistant stood up. "I've been summoned." All hopes of talking the twins out of some of their precious personal stock were blown out the after burner. Considering it was their fault he was being called in from his break early.

"Serious, or is it safe to stop in for a visit?" She needed to check in on Ratchet; even if they were angry at each other he was still her friend.

"It's Ironhide and the twins, you be the judge."

"As long as Prowl isn't thrown in I'm willing to test my luck." Burnout joked as her optics caught an odd floating orb. Reaching out to catch it, she blinked when the mysterious thing popped. Glancing at Aid who simply shrugged his shoulders, the two continued down the hall to 'Ratchet's torture chamber'.

--

First Aid and Burnout walked into the med bay a few minutes later, both stopping and looking around in confusion. Floating as peaceful as can be, were hundreds of delicate orbs, ranging in size from a small microchip to the radius of a human head. Each one popping as soon as it made contact with anything that interrupted it's graceful flight pattern.

Glancing at each other, both had to fight to keep their faces straight, as Ironhide's angered voice seemed to cause the very room to vibrate.

"I went to the firin' range Ratchet, but instead of plasma blasts, my cannons started spewin' this slag!"

"I know where this is going." Burnout whispered as they slowly made their way around a corner to where the large black mech was seated on a table.

"Then I caught those sniveling turbo-monkeys playin' round with spare parts that should have been in my-"

"Needless to say, you slagged them both." Ratchet's impatient voice interrupted from a few tables down. A red mech on one side, a yellow one on the other, the medic was working between the two. Soldering an energon line here, reconnecting a wire there.

Aid left Burnout's side to assist the CMO. The femme, working hard to keep her face straight as Ironhide's stern gaze fell on her, walked confidently to the mech's side. It was a very interesting sight. The most feared weapon's specialist ever known in Cybertronian history, sitting up on the exam table, brandishing the fiercest arm cannon on this side of the solar system, but with only one small glitch. It was pumping out pretty little bubbles instead of cold steel bullets or red-hot plasma.

Burnout motioned for the mech to extend his arm and began to examine the device. Every time he flexed his massive hands, another wave of delicate spheres erupted from the multi-barreled weapons. Much to the displeasure of the owner. Secretly she congratulated the pranksters for the quality of workmanship that went behind a reconfiguration of this type. It would have been way easier to just remove the original cannon and replace it with a fake, but Ironhide would have known immediately. Instead they completely rewired the ammunition routs to a small container situated in an empty subspace. A few adjustments and a couple of extra parts later, Ironhide was situated with a very large and very mean looking bubble blowing cannon.

'He must recharge extremely heavy or those two got into some of Ratchet's chemicals again.' She thought as she carefully worked on extracting all foreign materials out of the weapon master's arms.

To Ironhide's surprise and annoyance, she shamelessly reached into the said subspace and pulled out the near empty container, linked to his cannon only by a thin tube weaved strategically through his arm wiring.

"I have bad news Ironhide." Burnout explained keeping as straight and serious of a face as possible while showing the mech the 'ammo'. "Your almost out of ammunition."

The femme wasn't upset by the conclusion that Ironhide probably wouldn't let her perform any repairs on him in the future. But the expression on his face was completely worth it.

--

It was day three of Barricade's therapy sessions and Ratchet was beginning to wonder which mech was really the one in need of therapy.

"This would go by so much quicker and be easier on both of us if you would just cooperate." The medic growled out as Barricade continued to refuse working at the exercise. It was simple, just step up onto the slightly elevated platform, step down, repeat.

"I'm not holding onto those slagging bars."

"Then fall on your aft! For Primus' sake, would you quit being such a-"

Ratchet's rant was cut short by the sound of the med bay doors opening. "I swear to Primus." He hissed under his breath. "There had better be a good fragging reason for this." He continued to growl and mumble as he looked over to see who had interrupted him.

"Burnout! Aren't you supposed to be on duty?!"

The femme snapped to attention, obviously she had been looking for him but not expecting to see the medic in Barricade's recovery room.

"Err, my shift is over Ratchet. It's been over for almost two hours."

This led to a renewed string of Cybertronian curses. Barricade stood back, a little unsteadily, as Ratchet huffed around the room gathering the gear that he had attempted to get Barricade to use.

Burnout approached the Decepticon's room, leaning gently on the doorframe.

"So what has he been trying to get you to do?" She asked after Ratchet's noisy departure.

Barricade's scarlet optics had been resting on her delicate frame. Burnout could almost feel the weight of them, but chose to ignore it. This was the first time she had seen him returned to his full height and his presence was unsettling. She expected that at any moment he would leap on her, snatching her into his room, and hold her for ransom. But she knew deep down that he was not being motivated by the Decepticon cause any longer, that even though he was miserable here, amongst the Autobots, it was better then being out there. He had changed, he no longer saw her as something inferior and a plaything to simply over power.

She still couldn't completely ignore her uneasiness.

"Pointless, CPU numbing exercises that a sparkling could do in its sleep. It's horribly degrading."

"Well are you any good at them?" Burnout pressed, she flinched a little when his optics narrowed and the orbs flashed dangerously.

"They are degrading." He growled, his temper was already short from bickering with the pit-spawned medic all morning; all he needed was Burnout on his case too.

"Well so is not being able to walk for the rest of your natural life." Burnout had crossed her arms stubbornly, if only to hide her shaking hands. His presence was more intimidating than she wished to admit. Every instinct that had been ingrained in her processor from her years in Decepticon clutches were screaming at her. "It's your choice. You could remain helpless, tucked away in a forgotten quarter of the Autobot base, or you could work at doing a few of these pointless exercises. I do enough volunteer work around here to earn your keep. An off duty mech doesn't consume a lot, so it doesn't bother me."

Barricade nearly fell over, if it wasn't for the support bar that Ratchet had left behind, the mech would have tumbled to the ground. Burnout smirked at the reaction she had created.

"You worked off my debts?" Barricade finally questioned. He had been secretly wondering about how his repairs and maintenance had been being financed, he just didn't know who or how to bring it up. If he were with the Decepticons he would have had to pay upfront in whatever form would be useful for the said medic. 'If I were with the Decepticons, I would not be functioning any longer.' He concluded grimly. He owed the Autobots a lot, not just reimbursement for their time and medical treatment, but for his life. He quickly deleted that train of thought; the day he admitted to owing the Autobots anything was the day pit freezes over.

"You weren't in any condition to. The only desk jobs are in the control room and I don't think even Prime has enough faith in a turncoat to allow one in there."

Her blunt statement shocked him slightly, but he brushed it aside. Instead, he began carefully going through one of the coordination exercises that Ratchet had been short-circuiting over in his attempt to get the Decepticon to cooperate.

Burnout took a hasty step back. "What are you doing?" She questioned with a slight tremor in her voice.

"Demonstrating the exercises." He replied. "You would think my weapon's system wasn't disconnected by the way you jump away." He was picking on her now, but he hoped it wasn't too much.

The femme bristled, then to his surprise she stomped over the threshold of his recovery room. Marching straight over to the unsteady mech, she surprised him even more by gently shoving his arm. What little sense of balance the mech had re programmed over the last three days went straight to pit as he started to fall over, so astonished by her actions, he was already too far off balance to right himself. A stifled yelp exited his voice compactor as he fell onto the recharge berth.

"I think you need to practice that one a little more." She chortled before practically skipping out of his quarters.

"Fragging femme." Barricade growled as he pushed himself up into a sitting position. Knowing that he should have been so angry he would have been fit to be tied, the mech did all he could to resist the smile that played at his lip components. He looked forward to the day that he could chase after her again.

Standing back up he worked a little more diligently at the exercises that Ratchet had showed him.


	30. Chapter 30

Thanks for all the support, I just love all of your reviews! I'm glad that everyone likes where I'm going with this story and even by the 30th chapter you're still begging for more. Keep up the reviews and I will keep up with the posts!

Face Down Chapter 30

Ratchet was confused by Barricade's rapid improvement in yet the Decepticon continued refusing to show any effort when asked to perform any exercises the medic demonstrated.

The CMO shared this observation with his assistant one evening, just as Burnout entered the med bay after her shift in the control room. This was the first evening Ratchet had spent in the medical wing in a while so he hadn't seen the femme for almost a week now. Her presence brought a smile to the normally grouchy medic. Helping Wheeljack with some new molecular compounds and the experiments that go with them was draining, especially when they seem to have more failures then successes', so seeing the normally bright femme was always a welcomed relief.

"Did you really think Barricade was going to cooperate?" First Aid replied back to Ratchet's comment as Burnout pulled up a chair. "He hates us."

"He doesn't hate you guys, he just doesn't like to be told what to do." Burnout explained as she accepted a cube of energon. "And I think he has a little stage fright. He doesn't want anyone to see him fall." She grinned a little at her last statement.

"Figured he practices on his own, he's too proud to let us see him struggling with even the simplest of movements." Ratchet stated between sips of his drink.

"It helps that I come by every afternoon and ruffle his feathers a little." Burnout's smile grew when Ratchet made a choking noise on his energon at the femme's statement.

"What? Its kinda fun." The femme giggled innocently at the expression on the medics face.

"Fun until he gets up and chases your aft down again. Then what are you going to do?" Ratchet rebuked.

"Hope that the legs we installed aren't as fast as his old one's." The femme added, hardly fazed by the tone Ratchet's voice had reached.

"Ironhide will blast him into so many pieces _I_ wont even be able to put him back together." Ratchet snapped back, secretly wishing this would happen, and then he wouldn't have to deal with the aggravating Decepticon any longer.

"Oh, come on, even if he was just playing around? What's wrong with a little fun?" Both mech's grew uncharacteristically silent as they stared at the femme. Burnout had that awkward feeling come over her that followed when one spoke something that was either really stupid or completely out of place.

"Burnout," Ratchet started. "Please think about that statement."

"Decepticon and fun do not go in the same sentence, unless you are referring to beating the slag out of one." First Aid added.

Burnout narrowed her optics. "You guys still think he is going to hurt me." Burnout had been spending more and more time with the recovering Decepticon, her trust in him had almost doubled in the past week. With Ratchet being gone helping Wheeljack and First Aid really not capable of fighting off a rampaging Decepticon of Barricade's stature, the recovering mech had plenty of opportunities to harm or take advantage of the femme. But he hadn't. Other then a few rude comments here, or a snippy remark there, he had been very well behaved.

"Are you glitched? Is your memory bank completely fried?" Ratchet was staring at the femme hard, his grip on the energon cube growing so tight, Burnout wondered if it was going to crumple under the pressure. "Do I need to open your chest cavity so you have to see your spark case again?"

Burnout felt a tremor of long forgotten pain and fear wash over her. "Barricade was not the one who gave me those scares." She growled out after a lengthy silence. "He didn't even access my spark after what Megatron did."

Both medics were silent. Burnout had never completely recounted what went on between her and Barricade or her and Megatron. The Autobots had pieced together what little info she had shared and filled the rest in with what they knew and guessed about the Decepticons. The picture that had been drawn up was not a pretty one.

"Barricade had actually shown a little compassion to me whenever I returned from Megatron." Burnout was now the one who was gripping her cube tightly. The fluid was shaking, mirroring the tremors that shook through her body. "He would deliver me to that poor excuse for a medical bay, sometimes even wait for me to be repaired, and then return me to his quarters until I had recharged enough to be functional again."

Her vents were blowing hot air rapidly, giving her the look of panting, Ratchet looked on with mounting concern as the femme worked hard to keep from fritzing. She needed to let this out, relieve her circuitry; he just didn't want her melting down in the process.

"Barricade was not the one who destroyed my original body piece by piece, he was not the one who ordered for mech parts to be used as replacements, he was not the one who destroyed my sparkling." Her optics were wide as she looked straight ahead, unfocused. Her voice had reached a steady crescendo, suddenly dropping to hardly a whisper. "Barricade would have loved his son. He would have done everything he could to have kept him alive."

Shocked into silence, neither mech even made an effort to look at each other, two sets of optics were locked on the femme. Ratchet almost gasped when her intense purple gaze fell onto him.

"Barricade would not hurt me again, even he knows not to mess up the second chance he has been given." 

Ratchet's scans picked up on the femme's wires shorting out only moments before it happened. With a gasp, she convulsed, optics blackening for a second. When her vision returned both medics were already in action.

First Aid was drawing up a syringe of sedatives while Ratchet was lifting the femme, bringing her around to rest on an exam table.

"Wha- what happened?" She questioned trying to get a grip on her wavering surroundings; it was like all of her equilibrium sensors were glitched out.

"You just shorted out a few relays. With all the emotional stress you've been putting yourself through this was bound to happen sooner or later." Ratchet explained as Burnout felt a few of her processors struggling to reboot causing her to continue feeling disoriented.

First Aid remained silent as he administered the chemicals into her main energon line. The sudden emergency did little to quell the shock that the femme had placed in him. Even though Burnout was slowly revealing what she had gone through at the hands of the Decepticons and their leader, he had a feeling that she still had a lot stored up in her extensive memory files. His tank churned uncomfortable at the thought and he knew immediately that he really didn't want to know more, Burnout was a strong femme for what she lived through, and he prayed that she was right about Barricade, and that she would never be hurt again.

"Just relax and try to shut down your main frame Burnout, you'll feel better when you wake up." Ratchet soothed as Burnouts optics began to dim.

As soon as she was off line, Ratchet began gently removing pieces of her thin armor to access the damaged electrical work. Lucky for them Burnout's electrical system was not very complicated. Being a neutral, she didn't have a need for all of the upgraded equipment that a warrior needed. There was no mess of wires that brought power to different sensors, radars, communications, or weapons. Only what she needed to function properly.

Neither medic spoke through the whole procedure, each lost in his own thoughts.

--

Barricade slowly unshuttered his optics; he recognized the energy signature stepping into his chamber and felt no need to rush into alertness, but he did feel a rush of annoyance.

"It's late Burnout, what are you doing?" Not only was he aggravated that she was disturbing him from his recharge, but she hadn't come to see him that evening and her absence bothered him more then he would admit. His optics never left her delicate form as she slowly made her way across his room, purple optics glowing in the semi- darkness. He couldn't stay mad at her long though; her presence was just too lifting. This was also something that affected him more then he would admit.

"I came to see you." She whispered, sitting down close to his berth. "I got wrapped up earlier and really wasn't fit to visit." She had the chair backwards so she could rest her chin along the back of it.

"And this couldn't have waited until the morning?" He growled, he may not really have been angry but he couldn't help but to play it off that he was. Old habits die hard. Plus it was just so much fun pissing the slag out of that damn CMO.

Burnout was silent for a few moments. "No, not really."

The silence stretched on again and Barricade grew impatient.

"If you're just going to sit there then I'm going back into recharge." He finally grunted, starting to roll over onto his side. Burnout blinked, coming back to herself, the sedatives from earlier still had a light hold of her.

"No, wait. I wanted to ask you something."

"Well, out with it femme."

Burnout looked down at her hands nervously, she wasn't sure exactly how to turn her worries into words. Ratchet and First Aid's earlier statements had been playing back over and over in her processor since she came back online. Now she was beginning to doubt her assuredness from earlier. 'What if he really does want to hurt me?'

"You wont hurt me, again, will you?" She finally questioned.

Barricade suddenly became fully awake; he might have shot straight out of his bed had he not thought better of it with Burnout in such a timid state at the moment.

"Burnout I-" He slowly sat up to look her full in the face. "No." He nearly reached out to her then, almost took her into his arms, but that little bit of restraint that kept him from comforting her, from touching her, held stronger then any metal known to Transformer or man alike.

"I've told you before, I wish I could take back everything I did to you, everything I said. I wish I could go back to that night on Cybertron, when I came across the pub and just walked on by." Barricade paused, debating on saying what was suddenly streaming through his processor. Quietly almost timidly he added, "but then I never would have met you."

Burnouts optics shot up from her hands, locking onto his red ones. His face was unreadable, halfway shadowed by the partial lighting.

"I just wish we could have met at a more peaceful time." Barricade continued to hold optic contact with the speechless femme. "Then maybe things would have turned out different."

Burnout released a shuddered sigh, she had known deep down, farther down then where all the hurt and pain was locked away, that he wasn't going to hurt her, that he didn't want to hurt her.

"You don't ever have to forgive me for everything or anything I did to you, but always know that it will never happen again."

Burnout felt numb, she was unsure if it was because of the emotional shock or if the sedatives from earlier were stronger then she had originally thought. But either way, she decided that she needed to go, this was too much for one night.

"Thank you." She managed to squeeze out of her emotionally restricted voice capacitor

'He never wanted to hurt me. He just didn't know how not to hurt, he didn't know how to love. He wasn't always a Decepticon, he started out as a Cybertronian like the rest of us, now he is trying to become who he once was.' Burnout thought as she bid the Barricade good night and promising to see him later in the day. 'He just has to remember who he was before the war.'

Burnout walked slowly down the hallways, her feet on autopilot. She had made this trek so many times before she didn't need to think about where she was going, so she let her mind continue to wander. Releasing a sigh as she came to the familiar comforts of her quarters, and began preparing herself for recharge.

'I want to help him become that mech. Help him become who he once was, because I know we will all be much happier.' She decided as she settled into her own recharge berth. 'I just hope everyone on base will grow to accept him.'

As she laid waiting for recharge to take over her systems, Burnout couldn't help but think back to her time spent on Cybertron.

'Barricade may not have been the worse of the evils I had to endure, but he was the one who brought me into that whole mess.'

Extinguishing her optics forcedly, the femme's thoughts continued to tumble through her CPU.

'But he regrets what he did, he feels guilty about his actions and how they nearly led to my destruction.'

Rolling over, Burnout reopened her optics to stare at the wall beside her recharge berth.

'He wishes we could have met under different circumstances. How different would things have been if we hadn't been caught in the middle of a war?'

Burnout's delicate face crumpled sadly as she thought about the 'what ifs' and the 'if onlys'. Finally deciding that she would never be able to change her past, and that things had happened for reasons only Primus knew. Worrying about what could have been was only leading her to another visit in the med bay for blown fuses.

Looking down at her chest, not needing to open it to know what lied beneath the shapely chassis, Burnout wondered if she should have let Ratchet replace the scarred casing that protected her spark. Maybe she really did need to completely let go of her past in order to move on to the future. Even if that future meant embracing her past.

A/N: Hope ya'll liked that ending, do I sense some foreshadowing? I've never actually seen what First Aid looks like, or really know much about his character, so I don't know if he really is capable of knocking Barricade on his aft if the Decepticon decided to go after Burnout. I figured I would just continue to portray him the way I have been. I just got the G1 series! – Squeals and does a dance – I think it's really funny to watch cause the animation is so old and the humans are so dorky. But either way I'm excited that I get to finally catch up on my TF history and I cant help but to love the '80s :)


	31. Chapter 31

Face Down Chapter 31

Barricade shot out of his recharge berth, air vents open and his cooling system pumping.

"Holy Primus." He panted. "What was that all about?"

He had been having a dream, an odd, but still very nice dream. In his vision he was looking down at a sparkling, his sparkling. Even though he couldn't tell if it was a mech or femme and it was different from the one he had met during his surgery, he still knew it was his and he felt what could have only been love for the small creation. It was perfect in every way and he could feel a smile forming on his lips, the formation becoming complete when he looked over at the femme who was beside him, his arm wrapped securely around her waist.

Feeling his optics on her, the femme turned her small face up to him, purple optics bright and glowing with love for him and their child.

Back to reality, Barricade's optics were wide as he thought back on the vision and was wondering why he had awoken in such a fit. He wasn't upset or surprised at the love he felt for his family unit, that was what he wanted wasn't it?

'It wasn't the dream, it was what my processor concluded.' He looked down at his hands as they were shaking. 'I love her. I've always loved her. Ever since I first laid optics on her, but I didn't know what love was then.' He thought, clamping his powerful hands into fists in frustration. 'I was just too stupid to know what to do with myself.'

He felt restless, now that he had working legs, he wanted to use them, but he had promised Burnout that he wouldn't go any where without either her, Ratchet, or First Aid. Not just because he still didn't have full coordination or strength, but they feared for a misunderstanding between him and the other mechs on base. He obliged, but only because Burnout had asked.

'Now it is too late, I blew my chance at ever being anything then a worthless piece of scrap that first night I laid a hand on her.' He thought as he slowly walked back and forth across the annoyingly limited space in his recovery room. Having been stowed away in this closet for the better part of forever, he had started to really hate his cubbyhole in the med bay. He figured it was better then the brig though.

'Why am I even trying? Why should I ever walk again? I deserve nothing more then to just rot here, lonely and forgotten. Better yet just throw me in the brig until my processor fries and I go haywire.' Stopping his pacing and looking at the door that led out into the main exam room of the med bay almost expectantly. Burnout's beautiful face flashed through his CPU.

'You do it because it makes her smile and she is beautiful when she smiles.'

He could never expect her to want him; there was too much pain between them. He was lucky that they had become as close as they have. He knew that he didn't deserve anything that had been given to him, and he definitely didn't deserve Burnout. He wouldn't even consider having her as a dieing wish. She deserved a good mech that would protect and love her, one that would take his time and ask. Everything that Barricade was not, everything that Barricade did not do.

But was it wrong for him to hope? Then he would only be torturing himself..

_Oh, I had a lot to say, was thinking on my time away. _

_I missed you and things weren't the same _

_Cause everything inside, it never comes out right _

_And when I see you cry _

_It makes me want to die _

_I'm sorry I'm bad, I'm sorry I'm blue _

_I'm sorry about all the things I said to you _

_And I know I can't take it back _

_I love how you kiss, _

_I love all your sounds _

_And baby the way you make my world go round. _

_I just wanted to say, I'm sorry. _

_This time I think I'm to blame _

_It's harder to get through the days _

_You get older and blame turns to shame. _

_Every single day I think about how we came all this way _

_The sleepless nights and the tears you cried _

_It's never too late to make it right._

But it was too late, Barricade was sure of it. He needed to move on and get out of Burnout's life. He was only causing her more misery and more grief. Not to mention he was afraid.

'What if I do hurt her again? What if I loose control over myself or one of these fragging Autobots rub me the wrong way, I might lash out at her, or try and use her for leverage. I can't do that, I can't risk it, I have to leave. I have to get out of here as soon as possible.'

Resuming his pacing, the mech was amazed that he hadn't worn a trench into the metal floor; this was becoming a nightly ritual as recharge began to elude him more and more.

--

The tension was immediate, as if someone had flipped on a light switch. Barricade walked slowly behind Burnout as she found seats slightly out of the way, but not secluded. The recreation room was nearly empty, only a handful of other mechs were dispersed amongst the tables. This was their second trip down and it was starting out no better then the first. Barricade could feel their suspicious gazes burning holes through his armor.

Burnout portioned two containers of energon before taking a seat across from the Decepticon. Giving him a soft smile as she pushed the drink forward, he felt her hand flinch slightly when one of his digits gently bumped hers. His spark sank slightly by her reaction, but he forced the feeling away. Burnout's sensitivity only confirmed that he needed to get out of her life. But Barricade still couldn't help but to wonder why she had put so much effort into helping him recover.

"Why are you doing this?" Barricade asked after a lengthy silence. Burnout seemed slightly startled by his question, or even just the sound of his voice. They hadn't talked at all the first time, and that was how things seemed to be going this time.

"Doing what?"

"Wasting your time on me, wasting your resources."

"Why would you think it's wasting? Just because you're a Decepticon?"

Barricade didn't bother answering, wasn't it obvious?

"That's not how we see you. To us, you are a life, you were a being that needed help. Everyone is a Cybertronian when we take off all of the armor, underneath it all, our sparks look the same."

Barricade thought about her answer, but it still wasn't what he wanted to know.

"That still doesn't answer my question."

Burnout looked at him slightly confused.

"Why are _you_ doing this?"

Burnout looked down, clearly unsure of herself. Barricade waited patiently for her answer, a quality that seemed to only be programmed for Burnout.

"I-" The femme started but stopped when the doors to the rec room practically blew apart. An intimidating black mech stomped through, narrowing his optics hatefully on Barricade. The Decepticon didn't back down an inch as Ironhide continued to stare the Con down as he acquired his own portion of energon.

Stomping over and ignoring Burnout's pleading look, the mech rudely seated himself at their table.

"We were trying to have a conversation." Barricade growled at Ironhide.

"Surely my audios are worthy enough to hear anything Burnout has to say to you."

Burnout was speechless, she knew Ironhide could be an aft at times but he was acting like he was just looking for a conflict.

After a long uncomfortable silence that Ironhide seemed to be thoroughly enjoying, Burnout finally spoke into the chilly atmosphere.

"How was guard duty today? Slow as usual."

"Caught Screamer and his slag headed posse spying on the base, they were lucky Jetfire was off helping to pick up a delivery. I was half tempted to let Sideswipe go up there and bring them down to a lower altitude, make 'em fight like real mechs."

"But Prime wouldn't let you." Barricade remarked sarcastically. Had this been any other mech, Ironhide may have simply rumbled something along the lines of 'watch your mouth' or 'wait till we meet in the practice rooms'. But this was Barricade, and Ironhide was already in a bad mood.

Burnout saw this coming the moment Ironhide had walked into the room, she had feared encountering someone as short tempered as Ironhide, but didn't have the spark to continue forcing Barricade to stay in that miserable recovery room. Knowing she needed to just take the chance, and also believing in her ability to keep a situation civil, Burnout had decided that it was time for Barricade to go into the next phase of his recovery. Interaction. But now she was regretting her decision, at least her decision to 'baby sit' the Decepticon on her own.

The weapon's specialist stood up abruptly, knocking the chair out from under him in the process. Barricade hardly hesitated, quick reflexes giving him the impression of mirroring the Autobot's own movement.

Burnout blinked her purple optics in shock at seeing the two mechs growling at each other. This is what she had feared about bringing Barricade into the Autobot populace, even if this was the slow part of the day there was still a chance of confrontation.

"Stand down you pathetic piece of scrap."

Barricade smirked, "Pissy because Optimus wouldn't let you play?"

"I'll show you play." Ironhide bellowed, preparing to lunge.

"STOP IT!" A shrill voice that only a femme could posses echoed though the rec room, piercing every being's audio receptors. Burnout's own chair had fallen to the floor in her hurry to stand and get in the middle of the prideful mechs. "Stop acting like spoiled sparklings fighting over a piece of energon candy."

Ironhide tried to stand his ground when the femme made a move to shove him away from the Decepticon, he and the con only had a few feet between them, but yelped when the femme used one of the tricks he had taught her. Shoving a small hand in between a narrow gap in his armor, the femme expertly and efficiently found a sensitive wire then pinched, hard. Not releasing until the mech was in a more reasonable position.

Barricade started to laugh, and looked like he was going to continue with a snarky comment, but the femme turned her mirth on him next. Leveling the Decepticon with a look that promised the release of Ironhide should he continue to push her buttons.

"He's not worth my time anyways." Ironhide growled after a few more tense moments. Turning, the stocky mech exited the rec room.

"That's what I thought." Barricade growled quietly as Burnout released a long shuddering breath.

"That's enough." She snapped, looking up at him, her face set in determination. "You can't go around getting fights into with everyone, even if they try to pick them first." She glared at the closing doors that Ironhide had just exited through. She planned on talking to him later, maybe Prime needed to be involved too.

Barricade didn't respond to the femme's words, he was lost in his own thoughts. The tussle between him and Ironhide just confirmed in the Decepticon's processor that he needed to leave the Autobot base sooner then later. The sooner he could leave and get out of Burnout's circuits, the better. He didn't care about the relief it would give the Autobots, if Burnout found happiness, then Barricade knew he would feel better about himself. He would never harm her again, he was certain of it.

--

"You shouldn't have gotten between us."

"Why not?" Burnout replied in agitation, she had come to talk to Ironhide about the incident in the recreation room, to ask him to try and give Barricade a chance. Even just to give him a little room. Not to be reprimanded about her actions for trying to keep the two mechs separate.

"He could have hurt you."

Burnout felt her energon boil. "There was more of a chance of your trigger finger twitching then Barricade throwing a punch. I'll take my chances with the Decepticon." The femme growled.

Burnout expected Ironhide to start yelling at her, or pull out a cannon and shoot an innocent drone in frustration, even just turn and stomp away. But to her shock, he didn't do any of these actions. In her opinion, this was worse.

"I'm going to put in a request to Prime asking for a need to keep a guard by Barricade at all times." The mech almost sneered at Burnout.

"What!? He doesn't need a guard? Why would you do that?"

"He's walking now, rather well. Who's to say he isn't going to try and steal secure files out of the database, or projects from Wheeljack's lab? Who's to say he wont try and destroy us in our sleep? He's a Decepticon Burnout, you should know first hand how their minds work."

Burnout's remained silent, not trusting her voice at the moment. Her processor was streaming with angry thoughts that she knew Ironhide didn't deserve to hear. He was just doing his job, trying to keep the base safe. Having a mobile Decepticon must be torture on his security programming. But Burnout still felt angry, she trusted Barricade and knew that a guard would anger the mech intensely.

"Why do you think he doesn't need a guard? With your past I cant even compute why you spend any of your time with him. Now it seems like every spare moment you are at his side."

Burnout's hands were trembling as she took in Ironhide's words; he was the last mech she would ever think to share her reasons for spending time with the Decepticon. She sure as pit wasn't about to start confiding in the weapons specialist now, at least not much.

"He's changed Ironhide. He is not the Barricade that kidnapped me and nearly destroyed my life years ago."

The weapon's master snorted. "I wouldn't believe that even if he managed to change his optic color and throw an Autobot symbol on his chassis. The mech is a monster and will always be a monster."

Burnout had had enough, she couldn't handle Ironhide's words, not after all the emotional stress she had put herself through to finally believe that Barricade truly did care for her well being, that he really was sorry for everything he did to her in the past, and that maybe there was a future for them.

Getting ready to exit the practice room, Burnout turned to stare Ironhide in the optics. "I trust him, you don't have to, but at least give him some room to show that he really has changed."

If Ironhide had a response, Burnout didn't stick around to hear it, she was out the door and down the hall before she heard the distinct boom of a high-powered weapon destroying practice drones.

A/N: Sorry about the lyrics, i couldn't remember what the formatting was to make them appear right, my friend must have shown me like a hundred times, I'm just a technotard... anyways, they are by Buckcherry and the song is Sorry. I don't know why this chapter gave me such a hard time i must have read through it like 20 times, and each time i read through it i changed something critical. I couldn't make you guys wait any longer (that would have just been cruel and unusual punishment), hope you liked!


	32. Chapter 32

Face Down Chapter 32

"He's Gone?"

Burnout's voice rang through the tactician's workroom causing everyone to look up at the femme and their second in command.

"Yes Burnout. He left late last night." Prowls voice was calm as he explained this to the femme. He was putting away the data pad that he had been preparing to send to Optimus Prime with the request for a meeting with Burnout.

Burnout was mortified. She was angry. She was sad. Originally she had come to Prowl's station to ask for a meeting with Optimus Prime, the commander had been so busy in the past few months that she almost never saw him out and about, at least not without someone nagging him about one thing or another, that someone typically being Prowl. She had asked the second to arrange a meeting with Prime, preferably today, and when he had asked her for a brief explanation of the meeting, she had told him.

"To discus security issues concerning Barricade." She wanted to talk to Prime before Ironhide, discuss her concerns and why she didn't think Barricade needed a guard.

"Well then there is no need for this meeting." Prowl had answered, deleting the information on the data pad. "Barricade is no longer on base."

Burnout had looked on in confusion, "He's gone?"

Walking slowly back to her quarters, Burnout didn't know what to think. 'He left me. After everything I did for him, he left.' Narrowing her optics on the keypad, she typed in the code with a little more force then was probably necessary. 'Ironhide was right, everyone was right. He is nothing but a Decepticon.'

Sitting down heavily on her recharge berth, the femme dropped her head into her hands. She wasn't sure if it was grief or anger that was making her circuits feel like they were tying themselves into knots.

'He hardly even tried to get along with the Autobots. Even after he said that it was worth more to him that I wanted him to stay then if the others wanted it.'

She was angry at Barricade for not trying harder, she was angry with the Autobots for not trying to accept the Decepticon, she was angry with herself for believing that he had really changed.

"He kept Optimus Prime out of missile fire, risked his life to keep the Autobot commander alive." She said out loud to herself. 'Even if he planned it to be a suicide mission.' She added as an after thought. "He should still be a hero, but instead they treated him like a virus. Don't get too close or you might catch something." Her voice grew cold and sarcastic.

"But he left me, even when I asked him not to. Even after I told him that I feared him just getting up and leaving." She looked up from her hunched position and into the darkness of her room. There were no windows, sunlight or the need to have a view of the outside world, was not a psychological need for a being such as a transformer, and so with the light units off and her night vision deactivated, the femme wallowed in not only the darkness that surrounded her, but the darkness that seemed to swallow her very soul. The thick black that surrounded Burnout seemed to embrace her like an old friend, hadn't she spent orns in solitary confinement? Not to mention vorns floating in the nothingness of space? Shouldn't she be afraid of the dark? Yes, she should, and she was. But this was something different, she needed something familiar, something that reminded her of Barricade, and the darkness seemed to posses his presence. The nothingness reminded her of him.

If she deactivated her optics and remained very still she could almost hear the soft hiss of his vents as air flowed through them, if she concentrated enough she could almost feel the heat radiating off of his body. But the moment she moved or was distracted the illusion was shattered.

Distractions seemed to be coming in all forms this evening. First her emotions got in the way as it took a while to get her anger to die down, and then a transmission meant for someone else was accidentally radioed to her. Lastly there were her thoughts; her mind simply wouldn't remain quiet. Every time she would settle and imagine being near the Decepticon, her mind would wander and ask questions.

'Why didn't he try harder?'

She tried to steady her breathing, let the dark void embrace her again.

'Did he really care for me at all or was he just using me to get better and then get out of here?'

She swallowed the hurt and anger that reignited in her spark at this thought.

'Was he going to come back?'

Her spark leapt in hope at this last question. 'Maybe he will come back. He may not have planned on leaving permanently. Everyone was just hoping he planned on staying away.' This brought her anger back. 'Why did they have to push him away?'

One Autobot's acceptance may have been what tilted the scale for the Deception's choice to stay or go.

Burnout's inner turmoil raged on. She wished with all her spark that Barricade would have stayed, but then maybe he was only showing her his true colors. Maybe it was better that he left; now he would never hurt her again, now she could move on. But could she?

'I would rather deal with the physical pain then this emotional hardship. Why does this hurts worse than what I suffered with back on Cybertron?'

In her lack of understanding and her need for an explanation behind what caused Barricade to leave, Burnout's processor whirled to try and find answers. Anything to lessen the hurt, anyone to blame even if it that person was herself.

'It's my own fault that this hurts. I should have never trusted him. I should have stayed away the day that he came back through the warp gate mutilated and nearly dead. I should have stayed away to let Ratchet and First Aid handle things.'

Burnout began thinking back to all of the horrible things Barricade had done to her in the past. Maybe if she thought hard enough about them, her anger for what he did back then would replace her sadness for his departure.

One memory flared to the forefront of her processor. 'He ordered for my best friend to be killed.'

If she thought her spark couldn't drop any lower into the blackness of grief, much like the blackness that surrounded her now, she was very mistaken. How could she have forgotten Crossfire? The Autobot mech who had been there every time she had needed him, who was always there keeping a watchful optic on her even when she claimed she didn't need it, and the one who had answered her call for help and took on so many heavily armed Decepticons to try and keep her safe. 'He gave his life for me and Barricade had only rubbed it in my face, repeatedly.'

Her tactic seemed to be working; she didn't feel as upset, maybe even glad Barricade had left. 'He is a Decepticon,' She thought reflecting on Ironhide's words. 'I should know first hand how their minds work.'

--

"How long has she been in there now?" Ratchet asked Prowl outside of Burnout's personal quarters.

"An earth day and a half. Ever since the morning I informed her that Barricade had left. I don't get it Ratchet, shouldn't she be relieved?"

Ratchet remained quiet, he had been afraid something like this would happen. Yeah, he had been relieved when he awoke to find the Decepticon gone, but he knew deep down that that relief would be short lived. For reasons only Primus knew, the femme had seemed to grow attached to Barricade.

"Femmes have always remained a mystery Prowl, I'm sure that is why Primus gave us so few. They were probably damn near impossible to program."

Prowl may have chuckled if the situation hadn't been so serious, but it was serious and this was Prowl.

"Do we just leave her?" The tactician questioned. This was a decision for Ratchet, which was why he had brought the CMO here. First to see if the medic could get the femme out of her room, and then to find out how to precede. Prowl was not a tactician used to dealing with emotional dilemmas, he was a battle strategist. So when it was brought to his attention that Burnout seemed to be falling apart, again, he didn't know even where to begin in proceeding with how do handle the unstable femme.

"There is nothing else to do. I doubt she would terminate herself over something like this; she suffered through worse and lived to tell about it. The only thing that concerns me is if she is sustaining herself and getting enough re charge." He turned to Prowl. "You may want to talk to Jetfire or Red Alert and have her shift taken over by someone else until she comes around, there is no point in keeping her on duty when she is a wreck."

Ratchet turned to leave. "The best thing for her right now is time. She will come out when she is ready."

--

Ratchet soon found himself eating his words. Three days later he had hardly gotten five hours of recharge, he was near sick with worry.

"Do I over ride the code? Force her out?" Ratchet asked First Aid as he paced steadily back and forth. The CMO was a mess.

"Maybe not force her out Doc, but definitely check on her. Were all worried about Burn, she's never locked herself away like this."

Ratchet continued to pace, he hated to just barge into her personal quarters, there was a fine line between being rude and being concerned. 'I'm a medic, the CMO for Primus' sake, she's been in there long enough and I'm concerned.' But he couldn't be sure which was speaking to him, his medical degree or his spark and that was what was causing him to question his choice to take action. 'If this were one of the mechs how would I react?'

He asked this to First Aid.

After a short pause to consider Ratchet's question, the assistant answered. "I think you would be concerned but not overly, she is taking the energon that we leave outside of her door, so we know she is online and functioning. Obviously there are a lot of thoughts that she needs to sort through and file. By my observations, her and Barricade were really starting to work things out."

First Aid regretted his words, no matter how innocent they may have sounded. Hadn't he realized not too long ago that Ratchet seemed to have an unusually soft spot for the femme? Why else would the CMO nearly be falling apart at the seams because of Burnout? He noted the crestfallen expression that brushed Ratchets features for a passing moment. Yes, his superior had feelings for the femme and he was positive that it was tearing Ratchet apart to see Burnout first doing everything in her power to get the Decepticon going and on a solid road to recovery, then locking herself away for close to a week because that same slagging con went and left her.

They both knew she only had optics for Barricade, First Aid knew that Ratchet was drawn to Burnout, but poor Ratchet was too damn stubborn to forget his medical background for one moment and try to pursue something that would make him happy.

--

"Burnout."

Said femme shot her head up in surprise. 'Where did all of this light come from?' She silently questioned as she looked around her oddly familiar surroundings. The light was bright but she wasn't being blinded by it as she would have presumed after being locked away in the darkness for so long. How long had it been now? Two days? Five? She had lost count.

"Burnout."

Burnout focused her optics onto a form in the distance that was slowly making its way closer.

"Crossfire?" She called to the presence as it began to take shape into a familiar being.

The mech smiled down at her once he reached her location. "Yes."

Looking into his soft optics, Burnout felt herself coming apart. Everything that had happened since Barricade came into her life, even the events on Cybertron, all seemed to suddenly weigh down on her. She felt her cooling systems kick on as she pushed her processors to their limit.

"Shhhh, it's okay." Crossfire soothed as he opened his arms to allow the femme a safe place to hide. A place to release all of her worries and fears, an opportunity to talk to a pair of audios that would neither pass judgment nor scrutinize her words.

"I don't know what to do Crossfire. I want to stay angry with him for everything he has done, but not being with him hurts. Deep down I want to go find him." Burnout had told her friend everything, just let all of her worries and thoughts pour out.

"Is that what your spark tells you to do? When you say deep down, was this the conclusion you keep coming back to?"

Burnout looked up into his concerned optics and nodded her head slowly.

"I think your spark is pointing you in the right direction, had I been alive still I may not have agreed, but things are different when one is in the Matrix. You see things that the living do not." He reached down and gently put a hand over her spark. "Follow your spark Burnout, as long as you take the time to listen to it, it will never point you in the wrong direction."

Gasping Burnout suddenly opened her optics to blackness. "Crossfire!" She called out almost involuntarily. "Come back." She whispered, realizing the vision had passed. Her chest still tingled where his cool hand had been, energy suddenly pulsed through her lines and a sense of direction began clearing the mayhem in her processor.

She knew what she needed to do now.

--

Barricade didn't know what hit him. There was a moment when it felt like the whole world stood still, the few cars that were around him seemed to freeze, then BOOM! It seemed as if all his circuits fried and shriveled up at the same time. He couldn't move, couldn't compute up from down, nor could he see. There was nothing but darkness.

Then the darkness was replaced with pain, horrible mind numbing pain. So intense that his whole body strained to rid itself of the agony, but he couldn't move. He couldn't even boot up his vocal processor to scream.

It seemed that his old comrades had found him, and they were not happy to see the traitor.


	33. Chapter 33

Face Down Chapter 33

"You let Barricade just walk out, why cant I leave!?" Burnout was shaking in anger and frustration.

She had to leave, she had to find Barricade, and it was tearing her up inside. Now her way was barred, neither Ratchet nor Prowl where going to let her through.

"Barricade was in a stable mind frame when he informed me that he was leaving." Prowl explained as he looked down at the enraged femme. "There is no need to leave the base Burnout, if you really wish to have some time out you should put in a request to Prime."

Burnout didn't just want time out of the base; she didn't want to put in a request to Prime. She wanted to start a search party. Spinning on her heel and stomping away, not caring that she looked like a sparkling throwing a tantrum.

'Mental state my aft.' She growled to herself. 'If they're not going to let me out of here then I guess I got to find my own way out.'

Getting out of the base was going to be easy, getting out under the radar was another story. Sitting quietly in her personal quarters, Burnout's processor began working through different possibilities on how she could manage to sneak past the radar.

'I could plant a virus. Temporarily shut down Telatran, or at least a portion of it.' The femme shook her head. The consequences were too great and she didn't have enough time to test the bug to where she knew it would have only an extremely short life span.

She was ready to give up and just decide to leap through the front gates high tailing it out at full speed, when an idea struck her.

"I can record a clean portion of the radar and run it on a loop." Checking her schedule, the femme growled when she remembered that Jetfire had taken her off for the rest of the week. She would have to go to the control room when one of the newbies were on, and even that was risky, the higher ups always liked to check in on the greenies.

'I'll just tell them that I am working on a personal project.' She thought as she made her way to the rec room to get some energon before setting her plan into motion.

--

"This is a surprise Burnout." Red Alert's easy voice commented from the doorway. "Has everything been going okay? We were worried about you."

Burnout took a steadying breath. She had the recording she wanted; now she just needed to figure out when to install it into the main frame of Telatran. Once the recording was in place and playing, she programmed it to loop ten times giving her twenty minuets to get out of the base and out of range. More then enough time as long as she didn't run into any problems.

Spinning in her chair, forcing a relaxed smile onto her faceplate, the femme responded. "I'm better Red. There were just some things I needed to straighten out."

"Well I'm glad you came around and everything has worked out." Red Alert checked the time. "Damn rookie is late again. Hey, do you mind watching the board for a minuet while I go check on a project Wheeljack has been working on for me? I know you're off duty until the end of the week, but I'll only be a minuet and Axle will be here soon."

Burnout nodded her head in agreement, not trusting her voice; this was the moment she needed.

"Thanks. You don't have to stick around once he gets here."

Burnout watched her superior leave, he was only one rank below Jetfire and she really hated to get him in trouble, but she had to find Barricade. Maybe they wouldn't even find the recording that she was about to plug into the radar screen. 'Then it would be the rookie, Axle, that I will be getting in trouble.' She hoped with all her spark that the security breech wouldn't be blamed on him even though she didn't even know him.

Working fast, being sure to type the correct over ride codes that would allow her to install the recording without setting off alarms, Burnout was just shutting the access panel when a small mech burst through the doors, apologizing for his lateness.

Being apart of the technical group behind the programming and installation of the new Telatran, Burnout had access to information that majority of the other mechs didn't even know existed. Like the fact that there were three different codes that fluctuated in time with Telatran's internal clock. Following earth time, odd minuets had one code, even another, while every ten minuets had the third code. Typing the correct code was very important if one planned on installing anything into Telatran or copying information directly out of its data banks, it was a security feature that they had never used before and they hoped it would foil any possible enemies that managed to get into the base.

Trying not to rush her steps and remain inconspicuous, the femme stopped by the recreation room again; thank Primus it was crowded, that meant there were less mechs traveling the halls. Quietly sub spacing a large portion of energon before turning to leave. The femme made herself appear happy to see everyone, calling greetings and laughing at jokes that may have been funny at another time. Finally lying about being exhausted from exams with Ratchet, the femme was able to leave.

'I can do this.' She chanted continuously as she slowly made her way in the direction of her personal quarters. But instead of turning down the hall that led to her chamber, the femme first made sure no one was around before darting to the side, down a less frequented hall, leading her to a smaller, seldom used entranceway to the base. Well, technically it was an emergency exit. But a simple over ride code would allow her easy passage. This was the easy part, Telatran wasn't guarding against mechs leaving, its systems were on look out for intruders.

'Now I just pray that my manipulation of the radar holds.' The femme thought as she transformed and high tailed it in the direction of the main road.

--

Back in the control room, Axle was busy surfing the Internet when the familiar beep of Telatran picking up an Autobot signature sounded. Looking up at the radar screen his optics narrowed slightly in confusion, there was nothing on the screen.

"Must have come from the web page." He concluded, turning back to the game he had been playing.

Had he continued to watch the radar screen he would have seen it blink oddly and a small dot fad off as it disappeared out of range.

--

Ratchet had a strange impulse to find Burnout. She had been really upset about not being able to leave the base and he wanted to check on her.

Going to the recreation room, he quickly found Bumblebee. Sam and Mikaela were close by, perched precariously on the yellow Autobot's shoulder. This always made Ratchet nervous to see the humans sitting so, they were just so fragile.

"Have you seen Burnout?" He asked the small bot.

"She went to her quarters about an hour ago. Said you really put her through the ringer."

Ratchet furrowed his eyebrow ridges. "What do you mean?"

"She said she was exhausted from all of the tests you put her through after she came out of hiding." Sam supplied.

"You should have taken it easy on the poor thing, if femmes are anything like female humans, the last thing she needed was to have a doctor pocking and prodding her around." Mikaela added.

The CMO suppressed a small wave of anger at the girl's words. He was CMO for a reason, he knew how far to push his patients. Something else was bothering him though and he didn't have time to smolder on Mikaela's statement.

With a taut 'thank you'. Ratchet turned to leave. He hadn't run any tests on the femme, other then simple scans when he had first encountered her out of her quarters. She had been in fine working order, his and Prowl's excuse about her processor not being stable enough to allow her departure from the base, was only that, an excuse. They couldn't allow her to leave, not on her own, it was too dangerous.

Ratchet felt fear and anxiety tighten down on his spark as he set a brisk pace to Burnout's quarters. Something wasn't right and he had a feeling he was about to find out just how not right things were.

--

Unsure of where she was going exactly, Burnout just knew she needed to get as far away from the Autobot base as possible. Setting a hasty pace that wasn't too far over the speed limit, she soon found herself crossing the boarder into another state. It wasn't until then that she pulled over into a rest area, allowing herself to relax enough and listen to what her spark was telling her.

Sitting quietly in her alt mode, Burnout had a hard time relaxing, she still felt like she should be moving and fast. She felt as if there were both friendly and hostile optics upon her. As if the Autobots, who she assumed where out looking for her, where right behind her, and the Decepticons, who hopefully didn't even know she was out, had found her.

Knowing that she would accomplish nothing at this rate she opted to hop back on the interstate. There would be time enough for her to listen to what her spark told her, in the mean time she just hoped that her chosen path was bringing her closer to Barricade and not farther.

She drove for the remainder of the day and on into the night. She thought that the darkness would make her nervous but became amazed by how at ease it actually put her. It was as if the cover of darkness made her feel less exposed. It was a small comfort though; her spark still ached with worry about not knowing which way she needed to be going. At every intersection or off ramp she passed, Burnout felt as if she should have turned off, but for one reason or another, the femme kept a steady pace forward.

At mid morning on the second day of her search, Burnout felt the nagging feeling that she needed to get some rest. She got off the main road and easily found a large parking garage with several floors of choice parking. Deciding to remain on the ground floor, Burnout chose a spot off to the side of where the majority of the other vehicles where parked. Not even realizing how typical this decision would have been for a human that may have owned a car of her stature.

--

Telatran's sky eye steadily and meticulously swept the downtown portion of Los Angelous California. Maybe it would have picked up on a metallic blue Lotus Elise entering the parking garage to an office building had the satalite been angled at a slightly different degree. So far the spy cam had picked up nothing that resembled Burnout.

"She had too much of a start, we don't even know what direction she took off in." Prowl's voice echoed the same thoughts of the surrounding mechs.

"Have Telatran keep an eye out for Barricade, if it finds him, it may find Burnout too." Optimus Prime instructed. "Starscream and his group need to be watched carefully also. We can only hope that they don't have an easier time finding her then we are."

"Or that they don't stumble upon her accidentally, some things are easier to find when you're not looking for them." Ratchet's voice rang out from the back of the room. He wished he could do more to help locate the femme, but this wasn't his line of work. He just couldn't help but think that this was his fault. He should have offered the femme more in regards to her request to leave the base.

But he hadn't and now look what happened. Either way they couldn't keep her on base, but now they had no idea where she went, where as before they could of at least hooked her up with better communication devices and given her a tracking beacon. Other then visual sightings, the femme was near invisible to them.

--

Pulling out of the parking garage as the sun was setting, Burnout sighed heavily. She had hoped some ideas would come to her as she recharged and waited for darkness to come. But she still felt as clueless as when she first started her search.

'I need to find him, but he could be any where, he may be in a completely different direction from here.'

Caught up in her thoughts the blue Lotus seemed to go on autopilot, following whatever street happened to be in front of her.

"Slaggit, now I'm lost." Burnout cursed as she pulled up at a stoplight. Waiting for her GPS system to boot up and get a reading on her location, Burnout automatically started forward when the light turned green, but failed to notice a large pick up truck that wasn't being as courteous about the red light as she had been.

Out of nowhere she felt her back-end get slammed and her front-end loose traction as the momentum caused her whole body to spin. Lucky for her, even though she was considered poorly armored compared to most battle suited mechs, she was still a lot more enforced then the average earth vehicle. The impact did little in the way of damage, what got her was the mountain that she suddenly found herself careening down.

Burnout did everything to remain on all four tires, but in the end, she acted quickly and transformed. Using every maneuver she had learned in the practice ring with Ironhide, the femme managed to some what steady her out of control somersaults. Taking out a few trees on her way down, Burnout landed with a solid thud, which was a relief, for the sound of buckling metal would not have been a good sign.

Breathing heavily and servos whirling, the femme laid motionless for a long while trying to get her bearings back in line.

"Dear Primus, what the pit was that all about." She finally spoke after awhile, slowly sitting up. Her equilibrium was off and the world felt like it was spinning.

Her sensitive audio receivers suddenly picked up the wail of emergency vehicles and Burnout knew she had to get out of there before humans started swarming the area.

Standing carefully, making sure each limb and joint was working properly, Burnout started making her way through the crowded terrain. The mountainside had been mostly bare of trees and large foliage, but down here where the land was flatter, Burnout was hard pressed for squeeze through the gaps between trees. Had she been any bigger, this would have been an impossible feat.

She wanted to sit in solitude for a little while, her circuits were still shaken from the collision and because she hadn't been paying attention to her surroundings, the femme wasn't even positive if the accident had been her fault or not.

'Do I check on the other driver?'

'No, the local law enforcement is there now. There is nothing I can do.'

Sighing heavily and sinking to the ground, Burnout looked up into the night sky. Earth's moon was full and hundreds upon thousands of distant stars fought to shine their meager amount of light through the atmosphere.

"It was stupid for me to come out here. Why did I ever think that I could find him? I'm not a scout, I'm not designed for tracking."

The femme remained still. She slowly began to feel better as her processes started to re align.

"Now I've made everyone on base upset. I can't believe how irresponsible I've been. They gave me so much and this is how I repay them?"

Resting her chin on her hands the femme stared straight out in front of her, her optics resting on an odd formation in the darkness. It was large and bulky and it stood out sharply from all of the organic shapes and shadows around her.

Curiosity getting the best of her, the femme activated her fog lights to better illuminate the area. A distinct white plane of metal was standing up from a black body, the word 'Police' written across in reflective lettering.

Burnout's optics widened in horror, she was completely speechless. Her CPU was reeling through a hundred and one possible outcomes, each one worse then the previous.

"Barricade!"

A/N: Oh dear Primus you guys must hate me, two cliffies in a row. I just love cliffhangers though; it makes everyone come back for more… I'm sorry if Burnout's whole 'escape' along with her finding Barricade seemed too easy, I kinda wanted to make it seem as if something greater was playing at this then just Burnout randomly running around (remember Crossfire putting his hand over her spark and the odd sensation she had after?) nor did I want this segment to take up more then one chapter, I have better things to write about then Burnout running around in circles and the Autobots ripping out their circuitry over her… This was kind of a 'things happen for a reason' type of chapter; I really wasn't trying to be Mary Sueish I swear! Anyways, hope everyone liked!


	34. Chapter 34

A/N: There is a disclaimer for this chapter. I haven't done them before because I figure everyone knows that I don't own Transformers yadda yadda yadda. But, for this chapter there are some ideas that belong to another author, I don't want to list them here because I feel that it will give away important parts and I want you guys to enjoy this segment of Face Down for everything it's worth… This is an amazing chapter; I'm still blown away by it. Major props, thanks, kudos, and whatever else goes to Litahatchee! She has a great story focusing on the most kick aft pairing known to Transformers, Ironhide and Chromia. For anyone that doesn't know about her story: Its called **Night Fire, **and I highly suggest that you go over to her page, after you read my chapter and post a review of coarse:) But definitely read her story and review it, she will love you forever!

Before I forget, Grlwdgrntrk has finally posted her rendition of Burnout on Deviant Art! Just go to my home page to find the link!

With that said; on with the story!

Face Down Chapter 34

Starscream was high up in the atmosphere, just letting the air flowing over his wing panels keep him aloft while he pondered his next move. The Decepticon leader knew the Autobots were up to something, he just didn't know what yet. He had a pretty good idea that it had to do with the traitor he and his _faithful_ followers had just slagged. Why else would they be out searching every little nook and cranny around this pathetically small continent?

A malicious smirk was playing at his facial components. 'Yes, the Autobots have to be out looking for their little friend. Too bad he is going to be dead before any of them managed to find him.'

Adjusting the position of his wings and igniting his powerful jet engines, Starscream slowly began descending to earth. Maybe they should make a point to check on their old friend and make sure he was progressing well.

'But first we need to have a little fun while the Autobots are caught up in their mech hunt.'

--

"Still nothing?" Ratchet's words came out pinched from the stress and worry he had been trying to hold back, but it was starting to squeeze through.

Prowl shook his head. "No sign of either one of them, but I highly doubt the Decepticons have her." Prowl didn't know the beginning of how much relief that statement brought to the CMO's circuits. The tactician assumed that Ratchet's concern for the femme was just like all the rest of the mechs, she was their only femme and they felt they needed to protect her with everything they had.

"That's a relief. But how can you be sure?"

Prowl tapped a few buttons on the control panel in front of him, bringing up a video clip as he spoke, "because every single one of the cons are grouping together to raid a power plant a few hundred miles from here. They would need someone to stay back and watch over a prisoner, if they had one."

Ratchet's mouth component moved but sound did not escape, Prowl wasn't just kicking back and waiting to watch the destruction unfold was he? Ratchet was blown away, inaction like that just wasn't in the tacticians programming.

"Don't worry, Prime has already been informed. They are working out a defensive strategy right now."

"And you're not joining them?" Ratchet queried, looking down from the monitor and to the second in command.

"I'll go out if I'm needed but I'm content helping out in here for now, keeping an optic on things."

Relief flooded the medic again; he really needed to calm down. Reactions like this were not good for aged spark such as theirs. Putting a hand on Prowl's shoulder, Ratchet shared his thoughts. "We're getting old, there was a time when we couldn't be held back from a battle; now look at us."

Prowl nodded his head in agreement but didn't speak as he continued to watch the monitors.

'We are getting old.' He thought sullenly. 'This whole slagging war is getting old.' Not for the first time and surely not the last, he wished they could go back to the days when their kind hardly knew what warfare was. When caring for a family unit was their only concern.

--

"Barricade?" Burnouts soft voice called out into the darkness.

Burnout was trembling as she closed the distance between her and the large mass of metal on the ground.

"Can you hear me?"

Obviously he couldn't, or he could but he was incapable of responding.

'He's so still, but he can't be dead.' The femme ran the rest of the distance and fell to her knees.

"Barricade, wake up! Snap out of it!" She shook him gently, but nothing happened, she noted in the back of her processor that his frame was still warm but her panicked CPU couldn't compute if this was a good or bad thing.

"Come on, you have to wake up!" Her voice was cracking with emotion as fear for the worst took a strangle hold of her spark.

'Stop it Burnout!' She thought angrily at herself. 'Ratchet would be disappointed in you for falling apart in an emergency.'

Shaking her head to clear out the worry and fear, Burnout sat back to take in the situation. He was still online, but his readings were so faint…

Burnout quickly powered up the scanners Ratchet had installed for her to help in the med bay after battles. Waiting for the scans to complete, the femme visually examined the mech.

To the optic, the Decepticon was not in too bad of shape. A few dents here, severed wires there, but her optics narrowed on a peculiar gash along his abdomen, one that he didn't have when he had been with the Autobots. It was very obvious that someone had cut him open, and then sloppily welded him back shut. Primus only knew what they had done while his innards were exposed to the world.

"He's been tampered with." She growled out loud as alerts began popping up all over the place, indicating that the scanning process was complete.

"Low energy reading."

"Poor fuel and oil pressure."

"Spark beat poor and irregular."

Burnout's optics widened as the list continued.

"Regeneration programs failing."

"CPU activity poor."

Gasping, Burnout sprang into action. Barricade was dying right in front of her optics!

Practically tearing a laser scalpel from sub space, silently thanking Ratchet on his advice to always keep one handy, Burnout whispered a quiet apology to the Decepticon for not having any sedatives as she re opened the poorly welded seam that covered all of his vital components. The mech hardly seemed to notice. His energy readings were so low and his body already in advanced stages of shock; pain was an irrevelent factor.

Burnout almost dropped the tool when her optics took in the sight. Whoever, and she had a pretty good idea who, had done this to the mech had wanted him to die a slow and painful death. Vital components had been left functioning, but barely, while his energon pump had been completely disconnected, along with the main relays that told his body what needed to be repaired.

"No wonder you couldn't repair yourself, your body isn't even recognizing that it has been damaged. Even if it had, it wouldn't have been able to get sustenance to the mechanisms that needed fixing."

Crazily soldering the wires to his most vital components, Burnout thought she was going to scream when her efforts began proving to be insufficient. His energon pump was reconnected and she was working desperately to re boot his repair programs, but energy was still dropping at an alarming rate; if it continued, he would be gone in minutes.

'Everything is set, why is he still fading?' She thought desperately, sitting back and taking in the sight of the suffering form of Barricade.

"Nothing is taking. He's too far along, _he needs energy_." She frantically told herself. He needed energy to jump-start his systems, to get everything on line again and functioning properly. "But where am I going to get energy out here?" She darted her optics around their surroundings… nothing.

Turning back to Barricade with a helpless whimper, her optics suddenly fell on something that she normally would have avoided looking at. Not only was it simply common courtesy not to look at another's transfer cable, or at least the area it was located, but also there were a lot of bad memories focused around that port.

Barricade's husky voice suddenly filled her audios, not the voice he had been using with her here on earth, but the terror instilling, demanding voice that he had used on Cybertron. It was telling her to do things that a femme should never be forced to do.

"Stop it Burnout, this is not the time to be reminiscing." She scolded herself. "That was a different mech and a different time entirely."

As soon as she pushed away those horrible memories, another one replaced it. She remembered Ratchet explaining to her that there were ways to transfer energy in emergencies like this, the use of a transfer cable being one of them.

Spark pounding hard, Burnout slowly revealed her own cable, she would have hesitated more had Barricade's body not suddenly convulsed and those little warnings became blaring alarms, telling her that systems were crashing and complete failure was approaching.

With well-practiced ease, oh how Barricade had loved for her to tamper with his cables, she remembered bitterly, the femme practically tore open Barricade's port, and pulled the transfer cable out. Taking a deep breath, forcing down those bitter thoughts, Burnout swiftly connecting the two.

Burnout felt his body's need almost immediately. It sucked at her own reserves like a siphon, causing her spark to splutter and her own body to convulse as it adjusted to the sudden drop in energy. But as soon as the initial shock of the connection passed, a different feeling started to over whelm her, very much unlike the feelings that she would have experience during previous connections of this type.

The femme blinked in surprise as red optics attempted to ignite.

"B-Burn-out. What-"

"Sh, just relax." The femme soothed, adjusting her position beside Barricade so that she could hold his hand and look into his face. "This will make it better."

But Burnout's encouragements to relax were unnecessary, Barricade had no choice, he was too weak to put up a fight, too weak to hide behind any barriers, too weak to hold anything back…

"Dear Primus." The femme gasped when she realized that Barricade's processor was wide open, so open in fact that she found herself being drawn into it… no, more like pulled, pushed, and drug into it. Just as a wormhole sucked in everything around it, Burnout found herself being forced through.

She knew she shouldn't have done it, she knew she should have fought harder but, for some reason, she allowed it to happen. She found herself buried deep in Barricade's personal files, nothing remaining hidden to her. What she found absolutely amazed her.

Burnout didn't know how long they remained together like that. She sat motionless as her mind worked through everything that was offered to her. Each new bit of information, each feeling that she received, just completely blew her away. The fear, the pain, the sadness, hopelessness, anger, confusion, regret, and… love. Love for her, and only her, love that he had always had but had never known what to do with. All of this pulsed through their connection.

'Am I as open to him as he is to me?' She thought after what must have been hours. The thought didn't scare her in the least; in fact she hoped that Barricade was seeing what she was seeing. She hoped that he could feel her emotions toward him, her own love, her forgiveness, and her acceptances.

Like a slap in the face, Burnout realized that the meager amount of energy that was being transferred through the cable, though was enough to temporarily halt the rapid regression of Barricade's failing system, wasn't doing anything to better his condition. Now his levels were beginning to drop again, albeit slower this time.

"Slag!" Burnout cursed in frustration, she had to do something and quickly. She had to get his CPU and spark working at safe levels so that there would be no permanent damages. But, that required energy, a lot of energy. Energy that she could afford to give, but she had to get it into him in a greater amount then what the transfer cables were allowing to pass through.

Forgetting their attachment and everything that was passing between them, Burnout immediately began to try and devise a way to get the mech more energy. Her spark twisted in fear as his energy levels began to wane again.

Then it hit her… her spark!

"My spark." She whispered. She knew that one could join their spark to another's to give the one in need an energy boost. Burnout looked down at the mech in front of her, his vents were blowing raggedly and the air was hot. His handsome features were twisted in pain. In a way, that was good. Feeling was good, even if it was pain, which meant that he was no longer close to off lining, but, he would be if she didn't do something and fast.

'But I promised myself. I promised to never allow anyone in again. I wanted Ratchet to weld my spark case shut for Primus' sake!' Burnout was ripped from her thoughts when Barricade groaned and his body shuddered dangerously.

Burnout may not have done it, had she not felt through their connection how much Barricade truly cared for her. She may not have done it, had she not seen how much he really regretted all of the things he did to her, and all of the misery he put her through. He was in love with her, he had always been.

Her hands suddenly seemed to take on a life of their own and she watched as they reached under a portion of Barricade's chest armor, the heavily enforced metal shifted away delicately to reveal the even more reinforced spark case. Burnout felt her own chest open up and her spark case separate to reveal the brightly pulsing mass of her life support. She couldn't take her optics off of Barricade's own spark, all those years ago he had done this only to steal energy from her, to give himself a super burst of power, way better and much more potent then any form of energon. Now she was willingly giving him that burst, she was doing it to save his life. She was doing it because she loved him and she knew, now, that he loved her back. All that time ago, back on Cybertron, when she had wondered if he was capable of loving… Now, she knew he was.

Without a second thought, Burnout crumpled on top of the Decepticon, embracing him firmly. She gasped loudly as she felt the white hot connection of their two sparks. Never had a joining of this type felt so satisfying. She cried out when it seemed as if their sparks instantly found a tempo that suited each other perfectly, a sequence they had never reached before since she had always resisted the connection, a connection that he had always forced.

Burnout felt her body convulse with pleasure, not only from the sensation of their sparks beating in time with each other, but also from their attached transfer cables. As the energy burst began taking affect, Barricade was sending his own pleasure and love to her through the ports. Soon a massive wave of his intense love overwhelmed her.

The power surge and the emotional stress began taking its toll on the femme; she felt her systems threatening to shut down. Barricade had needed a lot of energy, but she had no regrets for giving it, for _giving_ him her spark for the first time. Optics dimming in exhaustion, the femme didn't even compute the feeling of strong arms wrapping protectively around her delicate frame.

His systems functioning at a safe capacity, Barricade slowly sat up, allowing their sparks to separate as he cradling the recharging femme in his arms. Looking down on her beautiful face, he pulled her close and gently placed a kiss on her forehead.

"Thank you." He whispered into her audios. He never wanted to let her out of his grasp ever again.

A/N: Oh! I've been waiting so long to get to this chapter, you guys have no idea! And just to clear some things up for anyone who is interested in bonds and all. Burnout and Barricade never were bonded, and still aren't, even though their sparks had been joined in the past. My reasoning behind this is because back on Cybertron, Cade and Megatron had forced their sparks on Burn. You can't force a bonding. Each being must be willingly giving and willingly accepting the other. Then, in this chapter, Barricade was too weak for a bonding to happen. Just be patient, I'm not through with these two yet!

Another huge thanks to Litahatchee, this chapter would not have gone this nicely had it not been for her insight. Again, I highly recommend that anyone interested in the bonds between transformers and absolutely adore a good love story, to read her story, **Night Fire**, it is awesome! The detail she goes into to describe the emotion felt between her main characters is just amazing.

Also, continued disclaimer: The idea of transferring energy from one Transformer to another via sparks and/or transfer cables, comes from our one and only Litahatchee. I cleared it with her before I posted this chapter and she asks that anyone else who wishes to use her ideas, to do the same. Thanks Lita, you're the bestest!


	35. Chapter 35

Thanks so much you guys for all of the wonderful feed back. The positive reactions toward my pairing have been such a confidence boost! Back when I first decided I was going to pair Burn with Cade, all I could think about was if everyone was going to agree. I know a lot of you were rooting for Ratchet, but I just couldn't bring myself to write about them, and believe me, I tried. This story would have been over and done with many chapters ago had it gone that way… and I don't know about you guys, but I don't want this story to be over for a while yet. I've still got so much in store for Burn, Cade, and the Autobots!

I have a correction in my A/N from chapter 34. Litahatchee's story, **Night Fire**, is spelt** Night Fire, NOT Nightfire**, there is a space between the two words. Sorry Lita! And thank you so much for being my beta for these couple of chapters!

Face Down Chapter 35

Barricade looked over the femme that lay off line in his arms. 

"Burnout." He whispered to her, gently laying a hand on the side of her face. She was surprisingly cold. She had given him so much energy that there was hardly enough left for herself. Looking over her still frame, he knew he needed to close off her chest and keep her body close to his, using the warmth of his body to help her. 

The amount of energy she had given him had taxed on her greatly; she had been incapable of shutting her own chassis. Adjusting his hold so that he could gain easier access to Burnout's exposed spark,he hoped thathe could warm her core by gently manipulating the metal of her spark case. The Decepticon felt his energon run cold at the sight that met his optics.

Hands trembling, Barricade reached out to touch a gouge mark on the delicate metal, but before contact could be made, he pulled back as if he had been shocked. Memories flooded back into his processor, memories of all the wrongs he had committed. 

_There's no blood_

_There's no alibi_

_Cause I've drawn regret _

_From the truth_

_Of a thousand lies_

Barricade continued to look over the deep lacerations on her exposed spark case; it saddened and angered him to see these flaws on the beautiful femme. He hadn't done them to her directly, but indirectly, they were there solely because of him. He was the flaw in her existence. Returning shame began to twist his spark.

_So let mercy come _

_And wash away_

_What I've done_

Reaching his hand out again, this time willing himself to make contact, his spark lurching in agony over what she had been forced to endure by his actions, because of his inaction. 

_I'll face myself_

_To cross out what I've become_

"I am so sorry." He whispered, voice breaking from unreleased emotion. Barricade had never wept before. Decepticons never allowed such emotions to surface. He had never felt sadness of this magnitude, but as he looked over the marred casing that covered Burnout's spark, Barricade felt his spark twist painfully, and began to weep. Through his spark he wallowed in anguish, holding the femme close to him while he told her everything that passed through his processor. Whether she could hear him mattered not; he just needed to talk to her, to let everything out. It was one thing to have shared all of this, and more, through their earlier connection; it was another to express it willingly, using his words.

_Put to rest_

_What you thought of me_

_While I clean this slate of uncertainty_

Barricade told her how, in the past, he had never wanted anyone near her because of his own feelings he had for her. He told her how much of an idiot he was for not taking the time to see if she would go with him willingly; he should have asked instead of taken. He regretted his actions, and the needless killing of her heroic friend. At the time, he saw the mech as weak and foolish. But looking back now, Barricade felt nothing but respect for the Autobot. He had been standing up for someone that he cared about, even loved. The Decepticon understood love now; he didn't see the mech as being so foolish any longer, but strong and courageous for fighting even when the odds of survival were slim to none. 

Barricade continued to cradle Burnout in his arms, he was pleased to feel that her temperature had risen, but he wasn't ready to let her go, there was still so much more that he needed to tell her. Expelling air that he hadn't even known he was holding, Barricade continued. 

He spoke of the other Decepticons that had wanted her too; how he wanted to protect her from them, so he did the only thing he knew how to do; he killed them. But, he could do nothing about Megatron. He told her of the regret he had, even then, of the situation that he had put her in, and how it hurt him to see what Megatron was doing to her. He expressed his regret for not having shown her any sympathy, for not having shown her any emotion other than distaste and disappointment. His actions and his emotionless demeanor were nothing but a front. They were the result of his own self-loathing. He hated himself for what he had done to her, and he wasn't able to face it. He became quiet as his emotions overwhelmed him, his spark weeping openly now.

_So let mercy come _

_And wash away_

_What I've done_

Holding her close, he rested his forehead against hers, and in the quiet darkness that surrounded them, he thendeclared his undying love for her. He told her that there would be no way that he would ever hurt her again, that he would die before he allowed anyone to hurt her. Taking a deep, settling, breath, Barricade felt as if all of Cybertron had been lifted from his shoulders. In the silence that followed Barricade's speech, the mech continued to morn for Burnout and what she had endured. He silently willed all of her pain away.

The emotional battle, and especially the physical battle, was starting to catch up to him, the mech felt his processors beginning to involuntarily go off-line. He had wanted to remain awake while Burnout rested, but it seemed his internal systems had other ideas. Even in his final moments before the nothingness of recharge over took him, Barricade could think of nothing but the wish that he could take away all the pain he had caused the femme. 

_I'll face myself_

_To cross out what I've become_

_Erase myself _

_And let go of what I've done_

--

"We're getting slagged out here Starscream!" Skywarp bellowed to his commander. The transformed F-22 was an exact replica to his commander, the only visual variation were streaks of purple along his wing tips. While their third wing mate, Thundercracker, had a light blue coloring in the same area. 

Starscream looked out onto the battlefield, they were getting their afts handed to them. It seemed that he had underestimated the Autobot's priorities. While he assumed that they would be distracted and have their mechs spread thin looking for Barricade, in actuality, the Autobots seemed to have hit Starscream's raiders full force. 

Snarling, the Decepticon commander ordered for a retreat. They had gotten what they needed; there was no use in staying if his already limited ranks were to be slaughtered. He hated retreating; it was a command he always loathed to obey. When Megatron had ruled, all Starscream wanted was to be turned loose on the Autobots, to destroy them. But now in the position of command, Starscream has slowly realized that there was more to war then just randomly throwing everything you had at the enemy, you had to choose your battles.

In his rage at needing to call the retreat, Starscream narrowed his optics on a particular pair of Autobots that he found to be especially annoying. Firing up his thrusters, the Decepticon commander launched himself into the air, landing heavily behind the duo. 

Sunstreaker and Sideswipe spun around, weapons out and ready for battle. 

"Screechy! Glad you could join us!" The golden Lamborghini chortled. "We've missed hearing you out here!"

The transformed Raptor felt his energon boil. "I would have thought the lot of you would be out looking for your little friend." The commander voiced, trying to hide his agitation. Vorns of experience had taught him that these two fed off of their target's anger. He couldn't help but smirk when both suddenly grew uncharacteristically still by his statement.

"What do you know?" Sideswipe growled, powering up his weapon. 

"Only that your mech is probably already dead." Starscream practically sang, this game was fun and he wanted to enjoy every moment of it.

"Mech? What makes you think we're looking for a mech?" Sunny questioned, following his brother's example and activating his own gun.

"Ha! He thinks we're looking for Barricade." Sides clarified, sarcasm dripping. 

Sunstreaker laughed, "We're not concerned about Barricade!" Starscream quickly saw that he no longer had the upper hand and the situation was loosing its amusing quality.

Releasing a couple rounds out off his photon ray, which where returned in kind by at least half a dozen Autobots, the seeker launched into the air to quickly join his wing mates. His processor was reeling.

'They're not looking for Barricade. But who else or what else could they be searching for?' Replaying what the annoying twins had said, one sentence caught his attention.

"_Mech? What makes you think we're looking for a mech?"_

'What else could they be looking for? A femme?'

Then it hit him, harder then a plasma ray to the face. 'The femme! The one that Barricade had protected from Runamuck and Runabout all those orns ago. She went after Barricade. That's what has the Autobots up and out of their hole.'

Starscream thought he was going to purge his tank at how disgustingly sweet the thought was. 

'The little femme is chasing after her sweetspark.' His lip components pulled back into a snarl. 'Too bad he's too fragged up to be worth the effort!' He laughed out loud causing his wing mates to glance at him. The outburst wasn't given a second thought though, this was Starscream, and such actions were a common thing.

: We need to pay our 'friend' a little visit.: He sent through a comm. link. : But keep your optics sharp for the Autobot's little femme.:

: The one that Megatron had toyed around with back on Cybertron: Thundercracker asked.

: That very same one.: The commander replied. He wanted to find that femme; it would bring him such pleasure to watch how the Autobots squirmed while the useless thing was in his grasp. 

--

Burnout came back to herself slowly, she felt warm, and although exhaustion still weighed her down, her spark felt content.

Activating her optics and attempting to move, a wave of panic washed over her when she found herself restrained. Looking down, Burnout instantly relaxed when her optics fell on the familiar paneling of Barricade's arms. 

Barricade had both of his arms wrapped tightly around Burnout. In his attempt to keep the femme warm in her weakened state, he set Burnout between his legs with her own back against his chest, and arms wrapped protectively around her. 

He awoke quickly though when Burnout came on line and had struggled momentarily against his grasp. Releasing her reluctantly, Barricade blinked in confusion when the femme remained seated. Even after all that they had shared, he expected her to move away, to get out of his reach. Instead she turned around to face him, her optics soft and a smile on her features. There was something odd about the expression she was giving him; there was trust in her optics. 

Everything that had happened over the past week, starting with his decision to leave the Autobot base, only to get slagged by Starscream, then have Burnout find him and save him; it all felt so surreal. Still fuzzy from just coming out of recharge, the Decepticon couldn't even be sure what had been tangible and what had only been a fevered dream. 

Thinking back to those wonderful moments when Burnout's presence had entered his CPU, he had thought she was a form from the matrix, come to guide his spark to the after life, all pain had disappeared and his spark felt peaceful. But then the pain resurfaced, cutting that hope down cleanly at the knees. But there was something else, something that made the pain not feel so… well, painful. 

Slowly bringing his arms back up to engulf the femme. 'It was her love. Her love and acceptance that got me through the pain.'

Continuing to replay the hazy memories of what Burnout had done for him, Barricade looked over the femme's features in disbelief.

"You joined your spark with mine." Barricade whispered, completely flabbergasted by this fact. "After everything I did to you, you willingly sacrificed your energy to keep me online. You could've just let me pass when you realized that the transfer cable was not enough. You could've not even bothered to save me. You could've just remained back at the base."

"But I didn't, and I'm glad I didn't, because now we can be together."

The Decepticon was stunned into silence. 'Did she really want that? To be with me?'

'Of coarse she does, she wouldn't be here otherwise.'

"Now I know that deep down," Burnout placed her hand over his spark to add emphasis. "There is a spark, capable of caring, of even loving, beneath these chassis." Her violet optics looked up into his scarlet ones, causing the mech to inhale sharply. "And that love is for me." 

Barricade stared down with wide optics as the femme in his arms tucked herself purposely against his chest, the side of her facial components lying directly over his spark. Delicately, afraid that if he so much as dispelled air too hard she would disappear, he completely enveloped her, holding her securely in place. 

None of it had been a dream then, he hadn't been experiencing pre death hallucinations. He hadn't been sharing his dying wishes with an avatar of Primus. He had been asking forgiveness from the only one that he ever wished to receive it from, Burnout, the only one that mattered. The last being he ever thought he would receive forgiveness from, in yet, here she was. Cradled against his chest as if he were Primus himself, sent to save her from the world. 

He would be that one, the one to keep her safe. He would be the mech that he thought she deserved. She was giving him the chance, and he'd be damned if he slagged it up this time. 

Barricade wanted to remain like this forever, just let the world pass by them, but a feeling of foreboding suddenly made his already acute senses flare to alertness. 

"We need to leave."

Burnout pulled back a little to look up at him, confusion evident on her facial component.

"But you're still so weak."

Barricade wouldn't hear it. He was sure that he was strong enough to stand and transform, he could handle moving. 

"We're in danger here, we're too exposed." 

"And we won't be exposed driving down the interstate?"

"We would be moving. The Decepticons know I'm here, should they come and check on me, they'll find you. I will not risk anything happening to you." He looked into Burnout's optics; they were concerned and even a little frightened. This affected him more then he was willing to admit. He was about to tell her not to be afraid, that he would protect her, but the femme's voice interrupted him. 

"We should leave now then, the faster we get away from here, the better."

Relief flooded his spark that she agreed with him, he was happy that she was concerned, slag, he was happy that she was even here right now. Purpose suddenly swelled in his spark, he wanted to shield Burnout from everything that was bad in this world, he wanted to protect her from the war, and everything that might hurt her. He wanted her to be happy, and now he knew that he was the only one who could make her feel that way. This conclusion brought contentment to his own spark, happiness that he hadn't felt in a long, long time. 

After a quick scan through his extensive GPS system, Barricade quickly found a road that didn't require them to climb back up the side of the mountain. Burnout had looked up at it and the height had sent shivers through every relay. She had fallen a long way; it was a miracle that she hadn't been damaged.

Thinking back, it had been a miracle that she had even found Barricade. 'Out of all the places he could have been… I just happen to get t-boned by some idiot, loose traction and get sent down the side of a cliff, stand up with hardly a dent one me and there he is.' 

Burnout gasped when her chest tingled again, it was the same sensation and in the same spot where Crossfire had rested his hand. 'He helped, he must have.' She mused silently. 

"_I think your spark is pointing you in the right direction, had I been alive still I may not have agreed, but things are different when one is in the Matrix. You see things that the living do not."_

'Thank you.' She silently called out into the blackness that had once been her link to Crossfire. She couldn't be sure if he heard her, but she could have sworn that a gentle touch brushed over her shoulders that had nothing to do with earth's air currents or the proximity of Barricade. 

--

"Slag it! I can't see anything!" Starscream cursed as he and his two wing mates circled the dense forest that they had left Barricade to die in. 

"You two stay here and keep a sharp optic out. I want to know if anything leaves or enters this forest. If it happens to be Barricade, terminate him."

"Sure thing boss." Skywarp replied, bored with the task already. 

Thundercracker nodded. 

The commander took off with a sonic boom; he needed to get a ground crew to enter the forest. 'Soundwave's cassettes would work nicely.' He thought as his sleek design cut ruthlessly through the clouds, their blood a vapor trail off of his wing tips. 

"What a stupid day. I swear Screamer gets weirder and weirder every orn." Skywarp complained.

"Shut up and do your job." Thundercracker snapped. 

"I am, it's called multitasking."

"You're not even looking the right way."

Skywarp mumbled a few choice words as he adjusted his wings and rotated in the air, but before he cast his optics downward to the ground below, something caught his remarkably short attention span. 

"Cracker, you gotta take a look at this."

"Warp, how many times do I have to say it?" The Raptor with the blue wing tips started, turning to look at what had his wing mate so enthralled. "Stop calling me crack-" His optics narrowed in confusion and curiosity at the sight before them. "-er?" 

Both seekers remained stationary, just staring at the odd, colorful, floating thing that had suddenly caught their attentions. 

"What is it?" Skywarp questioned.

"To the pit if I know, it's another one of those strange human things."

As the two F-22's remained mesmerized by the hot air balloon; below them, a Mustang Saleen police cruiser, followed by a light blue Lotus Elise, slipped from beneath the forest's canopy and onto an open stretch of highway. The curves of the road quickly hid them from view as it sliced between the tall mountains that lay scattered amongst the vast landscape.

"Humans are weird." Thundercracker concluded, turning back toward the forest and resuming his 'guard duty'.

Skywarp agreed completely, but instead of returning to his duties, he remained transfixed on the colorful balloon. He wanted to blow it up, but couldn't figure out a way to go about doing so without the other jet noticing. 


	36. Chapter 36

Face Down Chapter 35

A/N: Just a little reminder that this is an M rated fic :)

Again, huge thanks to Litahatchee. I gave her a piece of coal and she turned it into a diamond! And if you haven't read her story, Night Fire, yet, I suggest you do so. Oh, and review it too!

Face Down Chapter 36

Starscream was flying low, waiting for a transmission from the ground crew he had sent out to explore the section of forest that he could not infiltrate himself. The raid on the human's power plant had been successful for the most part; they had acquired a respectable amount of energy before they couldn't hold back the Autobots any longer. Now he had a team back at their base converting the energy into a more suitable form, while another group came out to check on Barricade's progress, or lack there of.

**: Soundwave to Starscream.:**

The Decepticon's monotone drawl caused Starscream to look down at the ground below, a pointless movement; it wasn't like he could see through the dense trees that infested this disgusting planet.

**: Report Soundwave.:**

**: Termination: Failed.:**

Starscream's thrusters spluttered and he lost altitude. His voice reached an octave that made his name all the more fitting.

**: Failed! What do you mean failed!?:**

The Decepticon commander circled around looking for a place to touch down.

**: Barricade: Gone.:**

'He could still be dead.' Starscream thought to himself. 'The Autobots may have found him and brought his body back to their base. That medic of theirs will try and bring him back to life, but there is no chance of recovery.' Starscream tried to convince himself while giving up on a clear spot to land. Losing patience the Decepticon leader crashed through the delicate plant matter, his rage very evident.

'But the Autobots hadn't been looking for him, they weren't even concerned about him. They are more interested in finding the little femme.'

Starscream's logic circuits were working at a very rapid pace as he looked over the small group of Decepticons that had been sent out to scout this area.

'If the femme found him, alive, and some how managed to escape, they couldn't have gone far.'

"LaserBeak, locate Barricade." The commander ordered.

'If we find Barricade, we will most likely find the femme too. Two prizes at once.'

Suddenly the Decepticon leader didn't feel so angry anymore.

**: This seems like a good place to stop.:**

Burnout still felt her spark seize up at the sound of the police interceptor's voice, but not from fear any longer. It was the flutter of a love struck youngling.

**: I stayed here once when I was looking for you; it's quiet.:** Burnout replied as she followed the Decepticon off the main road and down into an underground parking garage belonging to an old, out-of-commission subway station.

Barricade transformed, scraping his head on the low ceiling. Burnout followed suit, giggling as she easily stretched up.

"I'm so glad you think this is funny," the Decepticon commented, gruffly, as he hunched down to avoid continued contact with the concrete ceiling. Immediately, the ever-diligent 'Con began a perimeter check. He wanted to know everything about this place, how defensible it would be should they come under attack, the location of all entrance and exit ways, and if there were any other life forms in the area, mechanical or organic.

Burnout watched as Barricade concentrated on his routine inspection; he had done this every time they had stopped, and they had stopped a lot. The Decepticon's body was still repairing itself and using a lot of energy to do so. She had not offered her spark to him again, but, deep down, she couldn't help but want that connection again.

Slowly stepping up next to Barricade, whom she knew loved her with every ounce of his being, she gently took his hand. She just wanted to be close to him, to feel his metal against hers, even if it was just the contact of their hands.

_And I'd give up forever to touch you _

Cause I know that you feel me somehow

_You're the closest to heaven that I'll ever be_

_**And I don't want to go home right now**_

Barricade looked down at the femme who had suddenly come to his side. He noted that she seemed nervous, but not in a fearful way. Optics soft, he smiled at her. There was nothing hidden from her now; there was no point in hiding behind a barrier that she could see straight through. Slowly, Barricade lifted a large hand, and gently placed it on the side of her face. Caressing her cheek with a digit, he marveled at how, instead of flinching away, she pushed into the contact. She had completely forgiven him. He watched her face as she relished in his simple, soft touch. He didn't know it was possible to love her any more than he already did, but his love for her was growing with each passing moment, starting with the moment she accepted him fully, sacrificing herself to save him. Her unconditional love for him allowed her to accept him for who and what he was. He adored her because of it. She did not belong to him. He did not belong to himself. He belonged to _her_ now.

_And all I can taste is this moment_

_And all I can breathe is your life_

_When sooner or later it's over_

_I just don't want to miss you tonight_

Squeezing her hand ever so gently, Barricade pulled Burnout closer, increasingly aware that if he felt even the slightest form of resistance, he would stop. Burnout's purple optics looked up into his own and he inhaled slightly at what he saw there. It was as if he were looking down at a completely different femme than the one he had taken on Cybertron. Here before him, Burnout looked into his optics with love and, more importantly, trust. She was all the more beautiful because of it.

Allowing herself to be pulled closer to Barricade, Burnout closed the remaining distance between the two of them, bringing their bodies together. She shivered slightly when her chest came in contact with his and the Decepticon's strong arms wrapped tightly around her. She had released his hand and was now tucked securely against his armor, oblivious to everything else except the soft hum of Barricade's spark so close to hers.

_And I don't want the world to see me_

_Cause I don't think that they'd understand_

_When everything's made to be broken_

_I just want you to know who I am_

Burnout could have stood there forever, wrapped in Barricade's arms, but she wanted more. Pulling back slightly to look up into his face, she caught his optics again. Reaching up, she laid her hand on the side of his face, like he had done to her, and, like her, he pressed into the contact. Barricade was content to let it remain just like this. He would have never expected anything more. But, Burnout didn't stop there…

Barricade was shocked when the femme stretched up onto the tips of her toes, bringing her facial components closer to his, hesitating only a moment when their lips were but scant inches away. Barricade closed the distance, connecting their lips, while placing a gentle hand behind her neck as she reached up with her other arm, wrapping both around the back of his neck tightly. It was a feeling like no other, being this close to a femme, being this close to Burnout, as she willingly put all her trust in him.

_And you can't fight the tears that ain't comin'_

_Or the moment of truth in your lies_

When everything feels like the movies

_Yeah you bleed just to know you're alive_

Pulling back to look into Burnout's face, the Decepticon mistook the expression on her features for pain or sadness. There was emotion there, but the polar opposite of what Barricade thought he saw. He pulled himself away from her immediately, "Burnout, I'm sorry. I-" He started, trying to apologize for kissing her, fearing that he had gone too far.

Instead of increasing the distance between them, like he expected, she quickly closed it again, and silenced him with another kiss, this one more heated than the last.

Words were not needed, he knew that she had forgiven him; he knew that she loved him. There was no need to keep apologizing; yet, he still couldn't help but feel the ache of shame in his spark for everything he had done to her.

_And I don't want the world to see me_

_Cause I don't think that they'd understand_

_When everything's made to be broken_

_I just want you to know who I am._

Hands didn't remain idle for long. Barricade was worried that he wouldn't know how to handle himself in a situation like this, where gentleness was needed. He was afraid that he wouldn't know how to be soft. But, as the situation progressed, he found that gentleness was proving to be easier to come by than the roughness that had once ruled his life.

She didn't know where the tenderness had come from, nor that the mech had it in him to be so gentle. She was so overcome by the softness of Barricade's touch that she didn't even realize their transfer cables had come together again. Only when she felt Barricade's strong, but quiet, presence, and the love that emanated from it, did she realize that they were connected. Responding in kind, the femme easily integrated herself into his CPU.

Burnout felt her knees buckling as intense waves of pleasure washed over her while Barricade explored everything that made her who she was. She silently questioned if this was what Barricade had felt when she had done the same to him. Perhaps he had been so weakened that his body couldn't afford to feel enjoyment.

Feeling the femme's legs giving out, Barricade pressed her firmly against him, supporting her full weight in his arms. Yes, he had felt the pleasure that her exploring had created, but had been unable to enjoy it with his body being in the state that it had been in. Now, he wanted to return the favor. He wanted to make up for everything he had done to her. He wanted her to feel the pleasure that she had given him. Pleasures that he had received through force and fear he wanted to return through love and compassion.

Cradling Burnout delicately, Barricade carefully sank to the floor, setting her securely on his folded legs. Continuing to send his love to her through their connection, he allowed his fingertips to trace over a seam that went down her chest plate and over her abdomen.

The femme gasped and arched into his touch. Never in her whole existence had she experienced sensations like these. Never would she have predicted that it would be Barricade who unlocked these feelings like so. She couldn't dwell long on these realizations as another wave of euphoria washed over her. Sitting up to straddle him, the femme wrapped her arms around the Decepticon, bringing their facial components together again.

Their kiss became deeper and their shared passion pulled them closer then either thought they could ever become. Barricade started to tremble from the responses he was getting out of the femme; she was sending her pleasure through their connection and it was making his vowed restraint difficult to uphold. This was for her enjoyment, he didn't deserve anything out of this; he didn't deserve to ever feel pleasure again.

Barricade drew air into his intakes sharply when Burnout gasped into his audio receptor; the growing heat that was building up in the femme's body was enough to drive him crazy. But, he had to stay in control, he couldn't take more than Burnout was ready to offer; no, he couldn't take anything. He could only accept what she was willing to give him.

Burnout was, at first, unaware of the inner battle that raged on within the Decepticon, not until after another peak of euphoria, when Burnout sighed and relaxed into Barricade's embrace, did the femme feel it. She felt the unease through their connection.

"What's wrong?" She whispered, bringing her hand up to caress his face again. Barricade brought his own hand up and laid it over hers.

"I don't want to hurt you, I'm afraid of taking too much." He admitted easily to the femme; proving the closeness of their relationship.

Burnout didn't respond with words. Instead, she gathered up every loving and reassuring thought she could find and flooded his CPU with them, topping it all off with her trust.

Barricade shuddered under the intensity, which Burnout took full advantage of by slipping small fingers between his armor. She manipulated sensitive wires gently between her fingertips, causing Barricade to quiver under her grasp.

Attempting to retaliate, Barricade opened his mouth to complain, but, again, Burnout silenced him with another passionate kiss. He fell into it, returning it, more heated and rougher than before. She moaned against his mouth plates, setting his interface ablaze, a fire that he then sent back to her full force.

In the passion of their kiss, Burnout hurriedly moved aside his chest plates, another moan escaping her as she felt the onslaught of his fiery passion.

The Decepticon paused when she did this, continuing to be unsure, sending his uncertainty through their connection, asking the femme for permission to proceed. She sent her reassurance again, adding desire to it. Barricade couldn't have held himself back at this point, even if he wanted to.

Within seconds, he was upon her, trapping her comfortably beneath him, his hands grabbing and groping every inch of her, his mouth plates kissing and tugging on the sensitive wiring of her neck. Each touch ignited a fire in her that had her moaning and writhing against him until she thought her spark would explode in anticipation.

He was hers in every way and he wanted to give himself completely to her. She was everything to him. Nothing, no one, could come between them. 

Never looking from her beautiful face, watching her features as they twisted in ecstasy, the Decepticon gently brushed aside her own meager chest armor. Soon, they both where bathed in the intense blue light of their sparks, the glow traversed out to take over the surrounding parking lot.

Barricade looked at her spark and recoiled at the site of her casing, shame and guilt overpowering his desire. He didn't deserve this. He shamefully rolled away from her and started to disconnect their interface when he felt Burnout's overwhelming presence and reassurance. She implored him to stay connected, sitting up to reach over and grasp his trembling hands. 

"I thought you had this fixed..." Barricade's voice was harsh and demanding, but she knew it wasn't directed at her. Had she not felt his love through their connection the harshness of his voice may have intimidated her, but she knew he was only angry with himself. It was his next question that made her feel uneasy, "Why didn't Ratchet replace it?"

"I told him not to," Burnout's voice was so soft that Barricade had to turn up his audios to hear her. "I wanted to keep it, so that I would never forget what was done to me."

"But you...we...why?" Barricade stammered, hurt and confusion evident in his voice and coming through their interface in waves. "If you didn't want to forget, then why are we doing this?"

Burnout pulled away a little, optics downcast and arms wrapped around herself in an obvious pose of insecurity. "At first I didn't want to forget, just in case you or one of the others tried to bait me into a trap." Burnout felt Barricade's presence in her CPU, it was as if he were stroking her reassuringly, giving her confidence. "But then I saw that you had changed and I understood that I could still remember my past, but I really needed to move on. Then I realized that, deep down, I loved you. The only way I could come to terms with those feelings was to embrace them, and embrace what had happened."

Barricade cupped her face with his hands.

_So let mercy come  
And wash away  
What I've done  
_

"You are the bravest being I've ever known," Barricade said to her, "I admire your strength and your courage; I always have." His desire to become hers suddenly overwhelmed him.

**_In this farewell_**_**  
**__There's no blood  
There's no alibi_

'_Cause I've drawn regret  
From the truth  
_

Burnout was taken aback by his compliment, then she felt his deep desire to give himself to her completely, which increased her own desire to give herself to him. Barricade guided Burnout back into his arms. Any remaining tenseness or apprehension immediately washed away from her.

She looked up into his face. "It's the spark inside, 'Cade," her soothing voice pulsed through his systems, "I want to give it to you...It's yours...What's on the casing no longer matters."

"No, you do not belong to me," he replied, "I belong to you."

With his words, she sat up in his arms and kissed him with renewed passion. He placed her gently on the ground and rolled on top of her again, feeling her frame tremble slightly against his own. He caressed her spark casing, accepting it for what it was, accepting himself...

_I'll face myself  
To cross out what I've become  
Erase myself  
And let go of what I've done  
_

She sighed at his touch and then he gently, but passionately, stroked her spark with is thumb. A cry of rapturous pleasure shot from her, singing through his frame. She sent back to him what she was feeling via their interface.

_Put to rest  
What you thought of me  
While I clean this slate  
With the hands of uncertainty  
_

"Primus!" Barricade barked out as the boundless waves of her ecstasy washed through him.

He watched her soft features tremble in anticipation, his own anticipation making his frame shudder against hers. He looked at her quivering spark. It was calling to him now.

"I'm giving it to you," she repeated, her voice crying out in desire.

"I want to be yours, Burnout, yours and yours alone..." the sound of his deep, handsome, voice filled her very being as his own spark began calling to hers.

_For what I've done  
I start again  
And whatever pain may come  
Today this ends  
I'm forgiving what I've done!!  
_

Wrapping one arm around her waist, Barricade brought her up to meet his chest, their exposed sparks practically leaping out to each other, trembling wantonly in their casings. He controlled the urge to ravage her completely; content to watch her face as he slowly and gently pressed his chest into hers.

Their sparks joined in a brilliant cascade of light. Waves of rapturous euphoria passed between them, the likes that neither one had ever experienced before. He was completely giving himself to her and she to him. The resulting bond was almost immediate. Their sparks already recognized each other. It was as if they were saying, "What took you so long? It's about time!" They were meant for each other. They were meant to be together from the very beginning. Neither one of them knowing this until that very moment.

_What I've done  
Forgiving what I've done_

  
There were forces at work that neither one of them understood, but they knew, at that moment, that everything that had happened, everything they endured, had its purpose. It was all leading them to this moment. A moment that never would have come about if all the hardships had not come before. If it weren't for all that he put her through, and all that he, himself, had suffered because of it, this would not have been possible. She was his salvation. He was hers. They were complete. They were soulmates. They were sparkmates. Few Cybertronians ever found sheer and utter completeness such as this. Their strength, endurance, acceptance, forgiveness, and unconditional love gained through their trials allowed them to forge a strong bond.

This time they were doing it right, there was nothing being forced upon one or the other, there were no emergencies, only their love. This time they were coming together to stay together. They were coming together because each knew that there would be no other being that could replace the other. They were going to be together for the rest of their lives, no matter what the war brought, no matter that they were now living on an alien planet, no matter where their allegiances lie. They would be together and they would be happy because of it.

Crashing on top of each other in exhaustion, neither could speak, their bodies trying to reboot and catch up with their streaming processors. In the darkness that now surrounded the couple, they explored their newly created bond. Uncovering files that even the owner didn't know existed, they shared them with each other, nonetheless. This is what being bonded was about, sharing with each other, anything and everything. 


	37. Chapter 37

Face Down Chapter 37

Face Down Chapter 37

Laserbeak was flying slowly through the atmosphere, his flight pattern graceful and effortless, flawlessly mimicking that of a vulture. He was high enough above the land that if any human happened to look up, the organic would only see a lone scavenger, riding the air currents searching for the scent of decomposing meat. But this avian's pray was not of the organic composition. There was only one piece of data flowing through his meager processor, the order given to him by his commander.

Locate Barricade

He soared over Autobots, but passed by them with hardly a glance in their direction. If the command to attack would have come, the small Decepticon would have had an opportunity for a destructive shot right at Optimus Prime. But the opportunity was ignored; Laserbeak had more important matters to attend to.

Locate Barricade

Burnout shivered to alertness when Barricade gently nudged her through their bond. Would she ever get used to this sensation? It was as if Barricade were holding her spark right in the palm of his hand. Not that that bothered her, but it definitely made just standing in his presence difficult. She wanted to feel his hands on her frame, his mouth component over hers, his spark pulsing in time with her own… another shiver ran through the femme, but this one more violent then the first.

Barricade looked down at his bonded, she had fallen into recharge lying over his chest, a knowing grin formed on his facial component as he felt her frame tremble and heat up. He could feel everything and more through their bond.

"I would have you right now." His deep voice vibrated through her. "But we are in danger when we are immobile for long, that is why I woke you." He gently, tantalizingly, ran a hand down her neck, along her arm, and then intertwined his larger hand with hers. "We will have our time."

Burnout sighed, even if her spark was calling to be joined with his again, she was content to simply melt into his touch.

Speeding down the interstate, Burnout suddenly swerved over, knocking Barricade smartly in the side. The heavily armored interceptor hardly moved from his projected path, but the action had the desired effect of catching his attention.

**: What was that for?:** Barricade growled through their comm. link.

**: Why'd you have to drive out so far? It's going to take us forever to get back to base.:**

**: You weren't supposed to come looking for me.:** Barricade responded, twitching his tires slightly to send his own body in the direction of his bonded.

To Barricade's surprise, Burnout slammed on her brakes and when Barricade was in range, gunned her engine to connected sharply with the corner of his rear bumper.

The mustang didn't have to fight hard to regain control, but that small moment of imbalance gave Burnout the opening she wanted. Engine roaring, she shot past her bonded, nudging him playfully through their bond.

Barricade smiled inwardly as he sent power to his own super advanced engine. 'Even with a head start she could never beat me.' The Decepticon thought as he started to close the distance between he and his femme. He was planning to give her a little bump in the aft too, then back down, but as he approached her bumper, the femme shot off out of reach. Barricade was only shocked for a moment, 'Alright,' He thought, dropping down a gear causing his RPMs to soar, 'we're goin' all out.'

Burnout saw her bonded suddenly start getting bigger and bigger behind her. Previous encounters like this had always sent her into a panic, but not this time. She no longer thought about how she could never out run the Decepticon; now, she was having fun. Her fear had always held her backing the past; maybe if she hadn't always been so intimidated, she may have been able to out run Barricade during their bouts of cat and mouse. Dropping her transmission down a gear also, Burnout's high performance engineering finally let loose.

Racing a few more miles, both suddenly had to slow down as the realities of rush hour traffic soon became apparent in the form of a traffic jam.

Burnout sighed, settling back on her hydraulics as Barricade pulled up and did the same beside her.

**: Always knew you had it in there somewhere to out run me.:** The 'Con admitted after a few minuets of comfortable silence. They had crept forward only about a car length and a half.

Burnout laughed, she had known that she was fast, Bumblebee and the other hot headed mechs had told her that, but she had never realized just how much her fear of Barricade had held her back.

It felt nice to not be in fear any longer.

Laserbeak's super sharp optics picked up on something unusual as he rode an air current around a mountainside.

He could only decipher that two vehicles were traveling at speeds uncharacteristically high to those commonly used by the organics. His programming told him to investigate. Angling his metallic wings and igniting his thrusters, the cassette shot off to follow the speeding vehicles.

There were no feelings of happiness or accomplishment as he recognized the energy signature of one of the vehicles as his querry. Yes, this meant that he could now return to his master and acquire a nice rest and refuel. But even if he were just sent right back out on another mission, he would comply with the order, unquestioningly. This was what he was programmed for, to follow orders, and to accomplish them. No matter how low on energy he was, no matter how injured, if he had an order, nothing grated his circuits more then to leave that order unfulfilled.

Contacting his master through their bond, Laserbeak asked for further instruction.

**:Cause a distraction, disrupt the flow of traffic.:**

Flying ahead by a few miles or so, Laserbeak saw the potential distraction in the form of a bridge.

Releasing a few missiles on one of the main support beams, the scout felt no regret for the dozen or so vehicles that were unfortunate enough to have been on the bridge as it collapsed. He was following orders.

Sending the coordinates to his master, Laserbeak flew back to the location of his original target.

**: Do not loose sight of Barricade.:**

He was following orders.

Barricade could feel the pressure of paranoia on his circuits. Everywhere he looked he thought that red optics were staring back at him, 'was that a Decepticon insignia?' Every vehicle that was near him and Burnout, he carefully scanned and re scanned, he didn't want to take any chances. He knew it wouldn't be long before Starscream realized that he was not where the commander had left him. The Decepticon commander would come looking for him, and Barricade was not about to risk his bonded being caught in the middle of any possible battles.

**: Have you tried contacting the Autobots?:** Barricade questioned as they idled in the stopped traffic.

:Yes, but we are still too far away from base. My signal can only broadcast fifty miles or so.:

**: And I was never programmed to pick up or transmit their frequency.:**

**: If we could just get past this traffic and over the bridge, I would be in range. But its been almost a half hour and we have hardly moved.:**

Barricade was uncomfortable with this. They needed the Autobots, for Burnout's sake. If Starscream showed up spitting plasma, Barricade knew he wouldn't be able to hold the larger mech back for long. An even bigger problem was that Starscream never entered a battle alone. Barricade knew, and this fact pained his spark, that he wouldn't be able to hold back everyone and Starscream, he would die defending Burnout, but he had already decided that. He would die before he allowed anything bad to befall the femme ever again.

If he were by himself, he wouldn't have cared; he would have welcomed the battle. But he had Burnout to worry about; he would not loose her again.

His unease multiplied ten fold when he looked up and saw smoke and soot billowing into the sky. Every sensory ending stood straight up as he took in sight above them.

"Slag!"

Burnout was caught off guard by Barricade's voice echoing in her audio receptors, they hardly ever spoke out loud in vehicle mode, especially when they were around humans.

: We have to get out of here, NOW!:

Luckily Burnout had been in the outside lane, reversing quickly, receiving a horn blast from the vehicle behind her as her bumper came scant inches from connecting with theirs, Burnout quickly pulled into the grass that was beside the interstate. Barricade followed closely, their tires causing dirt and clumps of grass to fly up as they tore down the highway's shoulder.

**: What's going on?:** Burnout questioned.

**: I think this fragged up traffic was a set up.;**

Burnout didn't question the mech farther; instead she concentrated on keeping her tires under control in the soft terrain. She trusted Barricade to keep her safe, she had to trust Barricade.

"Decepticon activity!" Hound called to his comrades. "Seems Laserbeak is out causing mayhem."

"There has to be a motive, he just doesn't take to the sky and start blowing things up, he has orders. Get Telatran zeroed in on Laserbeak, if he has been sent out to scout something, the other Decepticons will be quick to follow." Prowl commanded. "Optimus and the others are enroute now. We need to be ready in case they call for back up."

The order was passed along and fulfilled quickly, Prowl remained standing, optics locked on the carnage that played out on the screen. Traffic was building quickly. "What a mess." The tactician mumbled to himself. The view panned out and his optics fell on an odd sight, "What are those two vehicles doing?"

Nudging Hound out of the way, the second in command took a seat while beginning to type furiously at the keypad before him. Zooming in and following the two vehicles that had suddenly pulled out of the traffic and were now racing down the shoulder in the wrong direction, Prowls optics widened in recognition.

**: Optimus!:**

**: I am here Prowl, this sounds urgent.:**

**: I've located Burnout and she's with Barricade. I cannot tell if this is a hostage situation, but they are on the run, away from the wreckage.:**

Another detail suddenly caught the tactician's attention.

**: It seems that Laserbeak is tracking them.:**

**: And where is Starscream?:**

**: His whereabouts are uncertain, but I would bet my logic circuits that if Laserbeak is interested in these two, then the Decepticon commander is too.:**

**: I share those same thoughts. Keep me updated.:**

: Prowl out.:

**: Optimus Prime out.:**

Burnout was trembling in the Decepticon's grasp. She couldn't think, she couldn't react, she was too afraid. Where was Barricade? She knew he was alive, she could feel him through their bond, but where was he? Everything had gone to pit so quickly. Without warning, Barricade had swerved and ran her off the edge of the small bluff they had been precariously speeding down. All she heard were explosions as she fought to regain control of her tumbling body. Luckily, the fall was extremely short, she had landed almost immediately after she realized she was even falling. Then the unmistakable roar of jet thrusters completely paralyzed her.

"Caught you again." Starscream's breathed into her audio receptors.

Burnout gasped when she was roughly spun around to face the Decepticon commander. His optics roamed over her body hungrily, Burnout felt humiliation and violation take hold of her, oh how she was so familiar with those feelings.

Gaining the courage to try and escape, Burnout squirmed in Starscream's iron grasp. She knew her efforts would be futile, but what else could she do?

The jet laughed and the noise sent tremors through her circuitry. Releasing one of her arms, the seeker grasped her throat, restricting her, and preventing her from looking away from him. Grasping at his arm with her small hands, the seeker continued to chortle.

"What a wonderful opportunity your capture has brought for me." He spoke softly. "Not only will I now have leverage against the Autobots, but a mate to keep my berth warm, and a means to begin replenishing the ranks of the Decepticon army." As he spoke, his voice grew more and more disgustingly sweet. Bringing his facial component closer to hers, the Decepticon forced his mouth over her own.

Burnout cried out in desperation and attempted to shake the seeker off of her, but his sheer bulk overwhelmed her. Thinking fast, Burnout opened her own component, allowing the mech entrance. Thinking he had the upper hand, Starscream smirked and continued to kiss, more like devour, the femme. But the pleasure was short lived, Burnout clamped down tightly, determined to tear through any piece of the Decepticon she could get a hold of.

Howling, the commander released his hold of the femme altogether, smashing a fist into the side of her face.

"You glitch!" He screamed, spitting fluid from his damaged mouth.

Burnout had fallen to the ground; blackness was threatening to over whelm her from the weight of Starscream's hit. 'Barricade, please, help me!' She pleaded desperately through their bond.

She was on her stomach and could feel energon leaking from the side of her face; her right optic was oozing liquid too. Attempting to push herself off of the ground, Burnout had just enough time to realize that the injured optic was no longer functioning before she was roughly shoved back to the ground. The sound of a weapon powering up caused the femme to cry out in fear.

"Change of plans, your not worth the trouble." She had damaged the mech's pride and this enraged him more then anything. Starscream was going to make her pay.

"BARRICADE!" Burnout screamed, thrashing and twisting with all of her strength, anything to rid herself of the weight of Starscream. Her actions only caused her attacker to laugh ruthlessly.

Unable to maintain her struggle for long, Burnout stopped, gasping and trying to cool her over exerted systems. 'Is this how it ends? Face down in the dirt? I hope it doesn't hurt, I'm sick of being in pain.'

"You were a good pet once, but as the humans say, you can't teach an old dog new tricks."

Burnout closed her optics tightly, willing everything to go away. 'I think I've finally had enough, just make it all go away. I'm sick of this war, I'm sick of the pain and the sadness. I'm sorry Barricade, I wasn't strong enough.'

She wished that she had had more time with her bonded, with Barricade. Everything had seemed too good to be true and at that moment, the last moment of her life, Burnout could only think of the red optics of her beloved and everything they had shared. How far they had come, how close they have become.

Burnout thought she was dead as a blast suddenly shook her world. She continued to lie still, not registering that the weight had lifted from her back. But the sound of metal clanging solidly against metal brought the femme to her senses. She was still alive!

"RUN BURNOUT!"

"What-?" Burnout squeaked as she sat up, optic's catching sight of a familiar form. "Barricade." Her spark leapt in joy and hope.

Neither Decepticon paid her heed as she quickly crawled away from the fight. She didn't want to watch, but she couldn't take her functioning optic off of the two. The thought of running away didn't even pass through her CPU as the two mechs crashed together in a brilliant display of power.

The fight was intense, Barricade did everything he could to keep the jet grounded, if Starscream managed to become air born, the interceptor would no longer have any sort of advantage. Starscream was clumsy on the ground and in close range combat, where as this type of battle was where Barricade excelled. But still, the Decepticon commander out weighed and out muscled the smaller 'Con. Barricade was hard pressed to cause any damage and remain unharmed at the same time. But by Primus he would try.

Burnout screamed when her bonded took a hard blow to the side of his head, sending him tumbling to the ground. His gun, which he hadn't had time to put back into subspace after using it, went flying. The femme looked on, helpless, as Starscream slowly advanced on the weaker mech. Barricade had already been damaged extensively from the earlier explosion, not to mention he hadn't even been functioning at full capacity before they had come under attack. Now he was doing all he could to remain online.

"Pathetic. All of this over a femme." The commander growled. He crouched over the fallen traitor. "You disgrace us. You let your emotion chip get the best of you." Starscream grabbed Barricade by the chassis, pulling the mech up so that they were face to face. "You second guessed your purpose and look where it got you. There is nothing in between Barricade, either you are a Decepticon or you are an Autobot. Death is only a possibility in one faction, as you know. But guaranteed in the other."

Starscream threw Barricade back down on the ground, straightening to stand over the mech.

"Pathetic, there is no place for the lost and confused in my ranks. Prepare to be terminated."

"NO!" Burnout screamed when the transformed Raptor pulled out his gun and pointed it directly at Barricade's head.

"I will not leave loose ends this time."

Burnout leapt to her feet and sprinted across the distance between herself and the attacking Decepticon. Throwing her body into the unsuspecting commander, the two of them crumbled to the ground, Starscream quickly taking the upper hand.

"Getting jealous, thought I forgot about you?" The jet sneered as he grabbed Burnout and threw her off of him. "Don't worry, as soon as I'm done with that scrap heap I'll give you all the attention you could ever want."

Burnout landed hard, something more solid then the ground jamming into her side.

Looking down, the femme gasped at the sight of Barricade's gun.

Looking up from the weapon to the Decepticon commander who was back to threatening Barricade, Burnout didn't allow herself to think. The life of her bonded was at stake.

Hefting the fire arm, she took careful aim, hesitating only a moment to say a prayer, asking for strength. Then she pulled the trigger.

The femme couldn't be sure if she made her mark, the kickback had sent her back to the ground and the noise caused her audios to ring, but when she looked up, there was nothing but smoke. There was way more smoke then she would ever predicted.

Standing slowly, still holding Barricade's weapon, Burnout peered through the thickness. There was a form rising up from the ground, but the haze was distorting his shape.

"B-Barricade?" She called out, uncertainness and fear causing her voice to break. She reached out tentatively through her bond to Barricade, he reached back.

"Yeah." The voice was unmistakable, Burnout dropped the gun and ran forward, entering the clearing smoke fearlessly, throwing herself at the mech. He barely caught her, his whole body trembled from fatigue, but he held her nonetheless.

"That was one heck of a shot." He whispered hoarsely into her audios.

A group of Autobots looked on in shock as the smoke cleared to reveal the embracing couple. An unconscious and heavily damaged Starscream sprawled out unceremoniously behind them.

"I think I had a little help." Burnout whispered back, her optics catching a glint of metal as she remained close to her bonded; an Autobot insignia bore proudly on every one of the mech's chassis.

Barricade looked to the side to see four very agitated looking mechs staring back at them. "This is going to be difficult." He spoke to her, uncertain about what to do next, but not loosening his embrace on the femme in the least.

"I know, but I don't care, as long as I'm with you. They'll get over it."

Burnout could feel Barricade beginning to lean on her more and more; she looked up at him quickly and realized that he was barely holding onto consciousness. Burnout quickly helped Barricade to the ground. In her relief to see him still functioning, she had forgotten that he was injured. Trying to focus on the Autobots that were making their way down the small hill that surrounded the clearing, she had forgotten her own injuries.

"He needs a medic, now!" She yelled to the approaching mechs, her good eye blazing threateningly. She recognized one of the field medics as he quickly made his way down from the main highway. He came directly to her, but Burnout refused treatment.

"If you don't stabilize Barricade right now then I will just do it myself!" She growled at the field medic. "I am fine for now, he's the one who can barely stay online."

As Burnout waited for the field medic to finish, she caught Ironhide's optics, he had been one of the four who had seen her and Barricade together. He leveled her with a disappointed glare before turning away to help secure Starscream.

Barricade was right, this was going to be difficult, but it hardly mattered. Sitting down heavily, exhaustion hitting her hard as adrenalin cleared from her systems, Burnout realized that her spark no longer hurt. The constant ache that she had grown accustomed to had finally disappeared. It was as if the piece of her spark that had been torn away from her, the sparkling that she had lost, had been replaced. Her spark felt whole again.

Looking over at her bonded, Burnout couldn't help but smile as Barricade was pulled to his feet, grudgingly. She could hear him growling his agitation at the Autobot who was helping him from where she sat.

'No. This isn't going to be difficult. This is going to be fun.' She thought mischievously as the medic handed her a container of energon and began patching up her injuries.


	38. Chapter 38

A/N: Sorry for the delay guys, the real world sucks… Not to mention I had a really rough time with this chapter. I'm still not very satisfied with it, but I guess I should let you all be the judge of that. I'm trying hard to keep everyone in character and still mold them to my needs in the storyline. If there is anything that bugs you with how I depicted someone, please let me know and I will see about fixing them. And by the way thanks for the reviews, they are awesome. A real confidence boost!

Face Down Chapter 38

"Do I need to make this a direct order?" Optimus Prime's voice echoed through the large office.

"No, sir." There were very few mechs that could diminish Ironhide to 'no sir' and 'yes sir' but Optimus was one of those few. Ratchet, in full rampaging medic mode, was the only other.

"All I ask is that you give Barricade some room. You don't have to go sipping evening energon with the mech, but if I hear that you are pulling out your cannons with ill intentions, there will be consequences. Do you understand?"

"Yes, sir." With a hasty salute, the weapons specialist shouldered through the door before it had even opened all the way. He needed some quality time out on the shooting range.

Optimus watched as his closest friend stormed out of the office; it was the same reaction every time Prime would allow a Decepticon onto base, the head of security would nearly fry a circuit. But that's why Ironhide was head of security; the safety of the base and his fellow mechs was always first with the Autobot. His resentment towards Decepticons making him all the more fitting for the position, but it did make situations like these a challenge, when a 'Con was allowed into the base for one reason or another. In Barricade's case, the weapons specialist hadn't been so difficult at first, but now the Decepticon was fully recovered and fully capable of holding his own agenda.

Ironhide had brought up many valid reasons for why he didn't agree with Optimus' decision to allow Barricade unguarded passage throughout the base. The Autobot leader understood and agreed fully with many of the points Ironhide had brought up, Barricade did have a rather lengthy and ominous track record and like every Decepticon, he very well could be following his own orders; they all seemed to have personal goals for achieving greater power. But Optimus had a strong feeling that Barricade's goals in life have changed drastically and that Burnout was the root of these changes.

Optimus trusted his spark, and even though he valued the opinions of his comrades greatly, he was still a mech who followed his spark. It hadn't guided him wrong yet.

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"What is this?" Barricade snapped after he read the data pad that the Autobot commander himself had personally delivered.

"Your assigned quarters." Optimus Prime answered smoothly, ignoring the tone of voice the Decepticon had used. "And your assigned duties."

The Decepticon was speechless as he looked back down at the data pad. The Autobot leader had told him he would be given his own quarters, but he hadn't believed Prime. Barricade's time spent serving Megatron had taught him that life was filled with empty promises.

Prime didn't wait for a thank you, not that he was expecting one, instead he turned and went to leave. "I would never expect you to become like one of us," The larger mech began, pausing in the doorway of Barricade's old recovery room. "But remember that while you are here, you are under my command."

Barricade remained silent, continuing to stare down at the data pad before him. His shift started at midday, patrol duty in the northern sector of the base. His partner for the week was…

"Bluestreak!" Burnout all but cackled at her bonded later that morning after her own shift had ended.

"You seem to find this amusing." Barricade grumped, crossing his arms and leveling the femme with an intimidating stare.

"Prime's wisdom amazes me more and more. There is no better mech to team you up with and show you the ropes then Bluestreak."

"I would have preferred to work in solitude." Barricade continued, his displeasure very obvious.

Burnout continued on, paying the Decepticon no heed at all. "Bluestreak is wonderful, he can make a friend out of anyone."

"I don't need a friend." This time Burnout did pause in her banter.

"Quit being so difficult." She snapped, giving the 'Con a playful smack on the side of his helmet. "You better be nice to Blue and give him a chance. He has a good spark and is putting a lot of trust in Prime for agreeing to be paired up with you."

"And what if I just can't hold myself back and I hurt his feelings?" The mech threw back sarcastically.

"Then I will just have to ask Prime to revert back to plan A." Burnout answered, giving the mech a 'take that!' expression.

Cade gave her a confused look. "Plan A?"

"Set you up with Ironhide and Prowl to give you a crash coarse on how to run through an Autobot patrol." Burnout was satisfied by the feelings she received through their bond. Barricade may act tough, but there was a fine line between toughness and stupidity when Ironhide was involved. Barricade didn't want to be paired up with Ironhide, although if she pushed the issue too far, she had a feeling the Decepticon's pride would get the better of him and force Plan A into motion just to cause heads to roll.

"So why do I need two partners in plan A, when in plan B I only have one."

"Because one of those partners was only going to be there to make sure the other didn't rip you apart too bad. Prime wasn't particularly worried about you stepping out of line, he was more concerned for your safety." If Burnouts grin got any bigger she would have needed a larger helmet to allow her more facial room. The responses she was receiving through their bond contradicted completely with the tough mech attitude Barricade was playing up to.

"I still want to know why you find this so amusing." Barricade was beginning to look wearily from the smirking Burnout to the data pad that held the accursed information that Burnout seemed to be enjoying so much.

"You'll see." The femme practically sang.

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Barricade walked slowly through the halls, his audio receptors ringing annoyingly. All he wanted was a large portion of high grade and a cycle of recharge. It was still early evening but Barricade felt wearier then when Burnout had brought him back from near termination.

"So how was it?" A small voice called from the darkness of his newly assigned quarters. Barricade may have panicked and pulled out his gun had he not felt Burnout's presence in his spark before he had even activated the door.

"He. Never. Shuts. Up." Barricade explained bluntly, shoving the femme over and collapsing onto his recharge berth. Burnout, giggling from more reasons than one, shoving right back before rolling on top of her bonded's back. "At first he was really quiet and I thought everything was going to go nice and smoothly. Then he asked me something, I don't even remember what it was or if I answered, but it was like the flood gates opened."

Burnout smiled as she listened to Barricade rant.

"And what are you doing here anyways? These are my private quarters, how did you get my access code?" The annoyance in his voice completely contradicting the love emanating from his spark and the happiness that Burnout was so close.

Burnout's smile turned into a mischievous grin. "Remember 'Cade, we're bonded now," She purred running her fingertips delicately down sections of his armor. "There isn't much you can keep from me. Plus, I was standing right beside you when you programmed the code."

Barricade rolled over and dislodged the femme from his back. Burnout responded with a squeal as she attempted to wiggle free from under the mech's mass as he continued to roll and pin her to the berth. Solid arms on either side of her, Burnout looked up at her bonded causing her spark to flutter.

"You remembered that code? I didn't even know you were looking." Barricade asked, he hadn't realized she was that observant.

"You never opened the memory files from when we were on Cybertron in the Decepticon base did you?"

Barricade's face became sullen, "I didn't want…"

"I know." Burnout silenced him with her gentle voice and a reassuring brush through their bond. "But there aren't just bad memories in there, there are some good ones, happy memories from my time spent with the Decepticons."

Barricade looked at the femme incredulously. 'Are her circuits crossed?'

Burnout was smiling again. "That little fritzed up hacker, Frenzy, taught me the tricks of his trade, so I caused the Decepticons a lot of pit whenever you left me to my own devices."

Barricade couldn't help but chuckle, if he had made this discovery back on Cybertron though, his reaction would have been a polar opposite to the one he was now giving. A smirk remained as he thought back to some of the odder glitches that had overcome the main systems running the Decepticon base.

They talked for a while longer, just enjoying the sound of each other's voice and their closeness. Until a friendly reminder in the form of Ratchet's annoyed voice over Burnout's private communications link reminded the femme of other duties, duties that she was late for.

"Well, I promised Ratchet that I would spend some time helping in the med bay this evening. He's issued maintenance orders to everyone on base and needs some extra hands." Burnout explained, pushing herself up slowly from Barricade's recharge berth. "I should probably get going."

"What if I don't want you to leave yet?" Barricade questioned also sitting up.

"You'd have to figure out a way to stop me." The femme shot back a playful smile lighting up her face. Standing, and attempting to dash away from the bed, Barricade responded by shooting out an arm and hooking it securely around his femme's small waist. Giving Burnout a jerk, he pulled the femme back into his arms. Squirming in her bonded's grasp, Burnout managed to wiggle her nimble fingers under portions of Barricade's armor causing the mech to squirm. An irritated growl escaped his vocals, which Burnout paid no attention to at all, if anything she tickled him more.

"Slag it, femme!" Barricade bellowed, twitching away from Burnout's 'attack' and releasing the femme at the same time. Burnout leaped from the bed and ran for the door, Barricade hot on her heels.

"I have to help Ratchet!" Burnout yelled, she tried to sound serious, but the feelings in her spark were a reflection of the smile on her face.

"Not until I'm done with you!" The mech answered, shooting through the door of his personal quarters and into the hallway. Neither noticing another mech at the end of the hall.

Bumblebee froze when he heard the elevated voices coming from the hall that he had just passed, recognizing Burnout's distinctive, feminine voice instantly. Turning, his optics widened with shock, then anger, at the sight of Barricade grabbing Burnout by the arm and yanking her back to him.

"You're not going anywhere." The mech growled, pushing the helpless femme against a wall.

Bumblebee felt his energon start to boil as Burnout tried to get out of the Decepticon's grasp and instead he forced his mouth over hers.

"YOU SICK BASTARD!" Bumblebee bellowed through his damaged vocal processor. It hurt him to speak like this, but his rage pushed away all else. Running full tilt in the pairs direction Bumblebee continued, "GET OFF OF HER!"

Barricade looked up just in time to see the yellow form of Bumblebee plowing into him causing Burnout to scream and jump away.

"No Bumblebee! It's not what you think!" Burnout tried to explain as the small 'Bot began tearing at Barricade with everything he had. Barricade had been caught off guard and was doing everything he could to keep his defenses up. Burnout put her hands over her mouth in shock as the two slammed into a wall and fell to the ground. "Bumblebee STOP!"

There was nothing she could do, Bee was so infuriated that she was afraid of trying to jump in and pull him off of Barricade; he may have even accidentally hit her. She knew that her bonded could handle himself but she hated feeling helpless.

The sound of heavy footsteps caused the femme to look away from the scrapping mechs; Prowl and Optimus Prime were running toward them.

"Thank Primus." Burnout sighed as Optimus grabbed a hold of Barricade, literally pulling him up and out of Bumblebees clutches. But the yellow bot wasn't giving up, he latched onto one of the Decepticon's legs, attempting to be carried away with the black mech, until Prowl grabbed the Autobot from behind, holding him down and prying his arms off of Barricade's leg.

"Bumblebee, stand down!" Prime bellowed audibly and over the silent communication links, causing everyone in the immediate area to cringe. This seemed to have a sobering effect on the young bot.

"He was attacking her!" Bumblebee yelled, a mechanical cough tearing through his body.

**: I was protecting Burnout.: **Bee repeated, looking from Optimus to Burnout, then settling with a glare on Barricade. **: He was hurting her.:**

Burnout came over to stand beside her bonded; Optimus had released the Decepticon but still remained close. Bumblebee looked back over at the femme, confusion and even a little hurt twisted his innocent face.

"It wasn't what you thought Bee. Barricade wasn't hurting me." Burnout spoke softly. She wasn't mad at the mech for standing up for her, maybe shocked at his ferocity, but not angry. She couldn't say the same for Barricade. She could feel the anger seething from him through their bond. She gently reached her hand over and placed it in his, sending soothing thoughts to him and explaining that everything was just a misunderstanding.

**: He's a Decepticon, they are programmed only to hurt.: **Bumblebee pulled out of Prowls grasp and tuned to leave. **: I don't know why you trust him, but always know that the others and I are here to protect you Burnout.:**

Burnout tightened her hold on Barricade's hand, not just to keep him from lunging at the Autobot, but from her own reaction to Bee's words. For some reason they had really struck her hard. So hard even that the swell of thoughts and emotions overwhelming her causing Barricade to look over at his bonded, all previous anger forgotten.

"Are you okay?" Genuine concern was in his voice even if it was only audible for Burnout to hear.

"I'll be fine." She explained, sending him a promise to discuss matters further when they were alone. She had to figure out what all was streaming through her processor before she could start explaining things to Barricade.

She had been so confident in her decisions only a few days ago, now she felt the uncertainness of doubt raise its ugly head. She suddenly felt bad about her decision to bond with Barricade. In a way she felt like she had disappointed the other mechs on base, they all cared about her so deeply and wanted to keep her safe. Now look at her, she had gone and spark bonded to the one thing they were trying to protect her from.

A gentle brush from Barricade, and the wonderful feelings of pure happiness and love that it created quickly washed away all doubts. She had made the correct decision; no other mech would have been able to make her this happy. They were meant to be together.

"You're sure everything is alright Burnout?" Prowls steady voice asked, interrupting the bonded's moment.

"Of coarse everything is alright, do you thing she would just be standing here if there was a problem?" Barricade snapped at the second in command.

"I wasn't asking you." Prowl responded, his voice getting dangerous, quick.

Burnout quickly got in front of Barricade as he went to take a step toward the tactician. Optimus placed a solid hand on the 'Con's shoulder also. Setting her hands softly on Barricade's chest and forcing him to look down at her, she whispered to him through their bond that she would like to go back to his quarters.

Swallowing down his pride, Barricade turned away from the transformed Datsun and allowed Burnout to lead him away.

Back in the mechs room Burnout was preparing to stay but Barricade suddenly engulfed her in his arms. "I don't want to keep you from your duties."

"But I want to stay."

"And I want you to. But you have responsibilities. If I get in the way, then it will just be another reason for the Autobots to resent me. That resentment is hard on you, I can feel it." He gently placed his hand over her spark, causing it to flutter. A smile formed on his face at the response he could always get from the femme. The last thing he wanted to do was make life difficult for Burnout, he wanted her to be happy, even if that meant being nice to a couple of Autobots. Barricade sighed, the things he would do for Burnout, for his love.

Burnout giggled at what she was picking up through their connection. "You don't have to be nice, just don't be too mean either."

"Just go to Ratchets." The mech growled, giving her behind a swat as she marched away. "I expect you to return to me."

Burnout paused and looked over her shoulder, distant words echoing from her past causing a shiver to run through her circuits. "I'll come back." Turning completely to look at Barricade. "You can always meet me in my quarters." She added, activating the door and escaping before the mech could capture her again. Burnout laughed as she played back the look on Barricade's face. She had sent him a teaser of what would be coming to him whenever she got off her shift in the medical wing, and needless to say, she wasn't planning on getting much recharge that night.

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Bumblebee stormed onto the shooting range, cannon blazing before he had even checked to see if there was a target available. At this point he was ready to use anything as a target. It was very rare that he ever became this carried away with his anger, he was normally one of the calmer 'Bots on base, second only to Optimus now that Jazz was gone. But Bumblebee felt a lot of resentment toward Barricade, and seeing him handling Burnout so roughly had caused every bit of that resentment to surface.

Firing away at the stationary drone, Bumblebee smirked as the smoke cleared to reveal nothing but a pile of smoldering scrap metal.

"Can I chance a guess at what's eating at your circuits?" The voice of Ironhide asked from a few spots down.

Bumblebee had been in such a blind rage he hadn't noticed the weapons specialist was in the room too.

"Sure, but if your wrong, can I shoot you? You're a lot tougher then these aluminum drones." The targets really weren't aluminum, but the material didn't last long under angry fire.

"And if I'm right, can I shoot you?"

Bumblebee didn't like the idea of having Ironhide's upgraded cannons being aimed at him, no matter how angry the smaller 'Bot may have been.

"Why don't we start up a simulation instead?"

Ironhide smirked, he knew exactly which level to set the simulation at. The one programmed to incorporate a Decepticon that transformed into a police cruiser. Not an exact replica of Barricade, but close enough for the two Autobots to feel some satisfaction at blowing the slagger up.

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Prowl watched as Burnout led Barricade back to the Decepticon's quarters, his processor whirling as he thought through everything he had just witnessed.

'When did she start to have that much control over him? Barricade of all mechs.' The tactician questioned to himself. His optics had missed nothing. He saw the subtle interactions, the sideways glances, and how the two seemed to communicate without words or transmissions. His logic processor practically screamed the two words that the rest of him shuddered to think as being true. Spark Bonded.

"I know that look." Prime's voice interrupted the second's thoughts; a dangerous action for anyone other then Optimus for an interruption of Prowls train of thought was a guaranteed wreck with possibly catastrophic results.

"You're thinking way too hard about something that probably doesn't need even a portion of the attention you are focusing on it." Prime looked in the direction that Prowl had been staring. "Are you concerned for Burnout?"

Prowl didn't know how to answer this question. He wanted to be concerned, he cared for Burnout, but if what his logic circuits were true, and they had never failed him before, Burnout was probably in better hands then any of the other mechs could ever hope to offer. Even if those hands belonged to a Decepticon.

"Oddly enough Prime, I'm not."


	39. Chapter 39

Face Down Chapter 39

Hey everyone! I'm still alive, although sometimes I do wonder… anyhow, I somehow managed to get this chapter together and got it posted. I've been juggling 2 jobs, collage (finally!) and now I'm enlisted to go into the Marine Corps… yeah, talk about a shock there Oo which means LOTS of physical training. OMG I'm Government property now! Anyways, I hope you enjoy the update and please don't be too mean on the grammar and spelling, I just wanted to get something out for you guys to read before people started to think I abandoned the story. So this is going up without much betaing... please dont hurt me.

Face Down Chapter 39

Prowl was pacing the length of a conference room waiting for the other two mechs that he had called a meeting with. Not even a breem after the fight between Bumblebee and Barricade had been settled, an important matter was brought to his attention concerning the security of the base. Having one of their most knowledgeable technicians so closely involved with a Decepticon was a risk he had not foreseen. He cared for Burnout and wanted to trust her, but there was a point when your emotional programming had to be overlooked. This was a matter of keeping their hard earned victory and their lives.

He had already met with Jetfire concerning the issue since it was he who had come across the breech, now they just needed to discuss the matter further with Optimus Prime and determine how to proceed. They had thought of bringing Red Alert in on the issue, but Prime had wisely decided that the easily short-circuited mech had enough on his processor even during times of peace. They were going to try and keep the matter as quiet as possible, there was no need to stir the base up unnecessarily nor to point fingers just yet.

The gray and white mech paused and looked to the door when it suddenly opened to admit Prime, closely followed by Jetfire. All three mechs quickly took seats, and Prowl took a moment to settle his circuits and get his thoughts in line.

"I am concerned that Burnout's closeness to Barricade will lead to possible security problems. Because of her knowledge of Telatran and her experience in our network, I fear that she may unintentionally leak valuable information to Barricade. Who's to say what he would do with that information once it is obtained." Prowl had to work hard to keep what little bit of emotional programming out of the issue, this was a serious matter, and they couldn't afford to overlook anything just because they had a soft spot for the femme.

Prime listened to the second in command's words; Jetfire quickly taking up where Prowl left off. "We have already found a breech directly linked to Burnout." He winced at how harsh his own words sounded. As with Prowl, Jetfire hated putting Burnout in a negative light, but this was for the safety of the base.

Optimus snapped his head around to look at the officer. "Continue."

"I found a recording of a clean piece of radar that had been programmed directly to the radar screen. The date and time of installation coincide with when Burnout had disappeared off of base."

"It was how she got out undetected." Prowl added.

"What does this have to do with her leaking information to Barricade?" Optimus looked from Jetfire to Prowl.

"Will she stop there? Or will she go on to do other things? She could pull that radar trick again and Barricade could signal for a Decepticon attack." The second added in defense.

"You're forgetting that Barricade has nothing to do with the Decepticons any longer, they want him terminated." Optimus reminded Prowl.

"And what a wonderful way to allow him back into the ranks then by giving them the perfect opportunity to slip under the radar." Prowl continued to the leader.

Optimus sighed heavily. He knew that Burnout would never do something as treacherous as that, or that Barricade would ever place the femme in that sort of situation. He wanted to trust Burnout and Barricade, but it was his responsibility to keep the well being and safety of his army a top priority. He knew that Burnout and Barricade were close, but who was to say how close they had become, or how long they would stay together.

"What do you suppose we do about this?" The leader asked at length.

"Suspension from Telatran, permanent if possible." Prowl replied first, glancing over at Prime. This would also mean complete restriction from the main control room since the super computer pretty much took over the whole room.

Jetfire took a moment before responding. "Burnout has been an asset to our Tech group, loosing her from the team would be a heavy blow." Jetfire commented. "I personably don't see her leaking information. I think she should be reprimanded for her manipulation of the radar, but to doubt her integrity so would be a major insult to the femme."

"And risk her aiding the Decepticons through Barricade?" Prowl quickly retorted. He hadn't minded the femme being so involved with Barricade until he had found out about the radar manipulation, now it became a matter of security. Obviously she is capable of treacherous behavior, who knew what she might try now? 'Especially if she is bonded to the mech.' The Tactician thought to himself.

"Burnout would never aid the Decepticons, do you remember what they did to her?" Jetfire growled at the tactician.

"Do you remember what Barricade did to her?" Prowl left the statement open, it was very obvious that she had gone back to Barricade even after how damaged she had been at his hands, both physically and mentally. Who was to say she wouldn't follow the mech back to his old comrades.

Silence overtook the conference room as all three mechs took in each other's words.

"Both of you have very strong arguments, but has anyone considered what Burnout has to say for herself?" Optimus spoke up. "I think she had a good reason to fiddle with the radar and sneak off base, if I remember correctly, she had been restricted from leaving." Optimus looked from Jetfire to Prowl. "She was following her spark, and yes, she behaved irresponsibly and put us in a bit of a bind, but, some good things came about as a result."

"So you would like us to confront her about her actions?" Prowl asked the leader.

"Give her the opportunity to admit to her behavior and I would base the level of your reprimand on how she reacts. An honest answer deserves forgiveness, we all worked hard to gain her trust, lets try and return the favor by trusting in her."

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Ratchet looked up from his examination of a stasis locked mech when Burnout walked through the med bay doors.

"I see Burnout has decided to grace us with her presence First Aid." The CMO remarked sarcastically before returning to his patient.

Burnout felt a wave of aggravation wash through her circuitry at the head medic's remark, but she quickly pushed it away. He had a right to be angry with her, she had promised him that she would help with the maintenance appointments, and here she was, showing up late.

Taking a spot next to First Aid, the femme peered over the edge of the table, standing on the tips of her toes to look inside the open chest cavity of the mech being worked on. She was able to recognize Hound by his distinct coloring. Continuing to observe what Ratchet and First Aid were performing, Burnout concluded that Hound must have needed an extensive overhaul. Multiple components lay bare, and many wires had been replaced. Burnout couldn't help but to feel bad for the mech, she knew what it felt like to have to break in new parts.

Ratchet soldered the last of a vital component back into place then looked up at the small femme across the table from him.

"So where were you?" He questioned. First Aid immediately began cleaning up the area, not wanting to have any part of the medic's interrogation.

"I was busy."

"With what? Other orders? You were so busy that you couldn't radio in and tell me you had more important matters to attend to?"

"No Ratchet, I didn't have other orders. I had to help settle a confrontation in the halls." Burnout's energon was beginning to run hot; cooling fans were kicking on as she waited for the CMO to respond.

"I'm sure Prowl would have had little difficulty settling it."

"Why does it matter?! I'm here aren't I? I can leave; do you want me to leave? If you don't need my help, just say it." Burnout was ready to do like Ratchet and throw something. She knew the answer that the CMO was looking for; he wanted her to admit that she had been with Barricade. She knew that he wanted to have an excuse to lecture her about how much time she had been spending with the mech.

First Aid deftly maneuvered himself behind a large shelving unit, pretending to be storing supplies. There were few mechs that stood up to Ratchet like this, and Burnout had somehow squeezed in with those few. The medic may have had a special place for the femme in his spark, but that didn't hold back much of the CMO's rage. Aid wanted to be ready for scrap to hit the fan.

A retort formed in the medic's vocal processor, but as he was about to fire it at the femme, the med bay doors opened to admit a large group of mechs. Leveling Burnout with a glare that promised that their 'discussion' was not over, Ratchet quickly directed each mech into a line.

Burnout decided to pair up with First Aid for the evening, she wasn't about to go rubbing elbows with the CMO all night, especially not after his attempts to act like her mech creator. Burnout was a grown femme, a spark bonded femme at that, she could take care of herself.

"You and Barricade seem to be getting along rather well." First Aid asked a little awkwardly as they waited for their first patient.

Burnout sighed irritably. "You going to lecture me too?"

First Aid dared a chuckle at the annoyed femme, trying to ease things. "Only to tell you that we are worried about you. I know that you're just going to do what you want anyways, so if you trust Barricade enough to spend so much time with him by yourself, there's nothing I can do to stop you. But we're all looking out for you," the assistant glanced in the direction of Ratchet and Burnout followed his gaze. "Some a lot more then others."

Burnout felt a mild sense of relief at her friend's words. Ratchet really wasn't angry with her, he was just worried, and he had no other way to express his concern then by being short with her.

Three mechs came and went, each one a part of the evening crew, just getting off their shifts for the night. This was why Ratchet had needed the extra hands, he and Aid had already been working all day getting everyone tuned up, by this time, they needed a fresh processor to keep them going.

"Burnout."

The femme spun around at the unexpected voice. Prowl was standing in the large doorway of the examination room that Burn and Aid were working in.

"Sir?" The femme answered to the second in command.

"I've already spoken with Ratchet, I need you to come with me."

Burnout looked over at Aid who looked just as dumbfounded as she did. Standing up, she made her way over to the tactician.

"Does this have to do with what happened earlier with Bumblebee and Barricade?" The femme asked, trotting up next to the longer legged tactician as they made their way down the main hall.

"No, that issue has already been resolved. We were hoping to get your input on something that we found in the main frame of Telatran. You and your team are being assembled now so we can all work this through together."

Burnout felt like her spark leapt up into her throat. "Is it a glitch in the programming? A code error?" She pressed; praying that that was all the meeting would be about.

"You could call it a glitch."

Burnout sensed that Prowl didn't want to discuss the matter further at this time; she also had a growing feeling that this 'glitch' wouldn't need the rest of her team to resolve it.

The atmosphere was calm and relaxed, as it normally was on a quiet evening, as Burnout and Prowl stepped through the double doors of the control room, but Burnout didn't feel very calm or relaxed. Her processor was whirling with possibilities of what the problem could be, but she had a growing feeling that she knew what the discovery was.

'Did they find the video clip? What if it caused something major to malfunction? What kind of punishment could I get?'

Prowl and Jetfire gathered at the front of the room while Burnout and the team of 5 other mechs she had worked with to help program Telatran stood patiently, well in Burnout's case, nervously, in the back.

"While Jetfire was conducting an inspection of Telatran II's main frame, he came across an odd piece of data. It was linked directly up to one of the base's most vital security components, the radar." Prowl explained, holding up the small chip that held the video clip.

Burnout was about to pass out, she could have sworn that Prowl had spoken the statement directly at her.

"We are not sure of the nature of this clip, whether it was put in by one of our own or wired in somehow by the enemy to play back so that they could get in under the radar." Prowl continued, looking from each mech's face, finally resting on Burnout.

"We called you all here to see if any of you could shed some light on this security breach considering this group was the only one that worked hands on, continuously, with the instillation process and our security features."

Muttering started up as Prowl finished this last statement; everyone was trying to figure out what could have possibly gone wrong. The complexity of the situation was causing circuits to come dangerously close to shorting, especially since no one knew anything about the video clip.

Burnout remained silent for a while; she could feel the prickle of optics watching her and she didn't have to look up to know whom they belonged to.

'I have to tell them.' She looked at all of the confused mechs around her. 'I can't lay my recklessness on the rest of the team, I have to shoulder the weight of my actions.'

Squaring her shoulders, the femme pulled away from the group and made her way to Prowl. No one but the tactician seemed to notice her approach.

"Yes, Burnout."

"Can I speak to you?" She looked around, the noise of the speaking mechs from her team was distracting and she wanted to be able to tell Prowl and Jetfire everything without interruption. "In private."

Prowl looked away from the femme and made a noise equivalent to a human clearing his throat. Catching everyone's attention, the tactician continued. "You all have been briefed, if you could now return to your prior duties, you will be informed of any progress in this case. But until then any information you may have will be greatly appreciated."

Burnout watched as the last of the mechs filed out, then turned timidly back to Prowl.

"I did it." She spoke softly, not meeting the tactician's optics. " I planted the video clip so that I could escape off of the base undetected."

"We know."

Burnout snapped her head up to look at the second, her face reflecting the confusion she felt.

"We wanted to see if you would admit to it." Jetfire supplied.

Burnout didn't feel sorry for what she had done, she knew it had been wrong, but she had to do it. If she would have just sat back and waited for one of the Autobots to escort her off the base, she would have never found Barricade. Even if they did come across him, he would have been dead. "So what now?" She asked gently. She wanted to get this over with.

"After much discussion with Prime and debate over possible penalties." Jetfire started, looking over at the tactician who ignored the transformed jet. "We decided between either permanent suspension from Telatran or a temporary suspension."

Burnout couldn't help from dropping her shoulders; she had put so much time and knowledge into that system, she couldn't imagine never being able to work with the super computer again.

"Your knowledge is extensive and valuable, it would be a shame to put that all to waste. We all know that you meant no harm when you planted that clip, and in actuality, everything turned out for the better. We captured Starscream and even learned some valuable information about the Decepticons in our search to find you."

The silence was thick as Burnout took in the mech's words, was he praising her for her actions? Looking from each of her superiors, Burnout chanced the use of her vocals. "So am I in trouble?"

"After much heated discussion, we came to the conclusion that we would base your punishment on how you reacted to our little get together. A temporary suspension is all that will be needed." Jetfire concluded.

Burnout felt herself relax at the mechs words; she would be able to continue her work.

Prowl didn't share the same feelings of relief that the femme felt. He wanted to be happy for Burnout and the possibility of a bonded couple being a part of the base's growing population, but her knowledge and Barricade's past were enough for him to have to suppress the urge to activate his battle programs and go on high alert.

"Just remember Burnout." The tactician started, catching the femme's attention. "You may trust Barricade, but we don't. It's a little circuit wracking to know that one of our programmers is so involved with a Decepticon."

Burnout remained silent a moment as she thought about Prowl's words. This put her in a very awkward position. She trusted Barricade, more then any other mech, she loved him and knew that he loved her. She knew that the others did not trust him and she completely understood why. The Autobots trusted her with very valuable information, but how were they supposed to keep trusting her when she was spark bonded to a Decepticon? It was one thing for her to trust him and know that she could share anything with him, but how was she supposed to share everything with her bonded when some of that information could seriously affect her relationship amongst the Autobots?

It seems that the seeds of doubt have deeper roots then she originally thought.

"You're worried that I am going to leak information that might possibly lead to a Decepticon attack." The femme whispered at length. "That Barricade might try to use my knowledge to aid the Decepticons." Burnout looked to each of her superiors, holding their optics. "Barricade has no reason to return to the Decepticons, he has everything he could ever want right here, even if he is amongst the Autobots. He will do everything in his power to keep the Decepticons away from me. But if it makes you feel better I have no desire to reveal any of my knowledge of Telatran or anything else concerning the base's inner workings, and I know for a fact that Barricade has no desire in uncovering this information." Her words were strong, but they weren't strong enough to convince herself. What had she done? The Autobots had trusted her with so much, and look how she had returned the favor.

Prowl knew the weight of this statement, Burnout knowing for a fact that Barricade had no desire in uncovering her hidden knowledge, told Prowl exactly what he needed to know. The femme had spoken the words that he had needed to hear and her words were just more proof to the conclusion that he had already come to; Burnout and Barricade were bonded. Out of respect for the femme, Prowl carefully stored this information deep into his processor. That was one piece of info he did not want to slip until the femme was good and ready for it to be known. But he was still going to keep a close optic on the two, Barricade was still a Decepticon, and no mech, or femme, is perfect. He knew what kind of things could pass between a couple, bonded or not, late at night before slipping into recharge.

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Ratchet blew air out of his intake causing First Aid to look over at the medic.

"The night wasn't as bad as we thought it would be." Aid commented, putting away the last of the tools he had been cleaning. "Just long."

"It's not the exams that have exhausted me, Aid." The mech explained, slumping forward and pressing his face into his hands.

"You shouldn't worry about her so much." Aid spoke after a few moments of silence.

"How can I not Aid?" Ratchet's voice was strained. "She has become like a daughter to me." The CMO continued, adopting human terminology. "She has parts of me in her from the field repairs I performed, I gave her an energon infusion from my own lines."

"Don't we all Ratchet? How many times have you cannibalized yourself for Ironhide's idiotic aft?"

"I was the first one that she trusted, I built her that frame." Ratchet continued like he hadn't even heard the assistant. "I feel like I have watched her grow up, just like any mech would watch his sparkling develop. At one time I thought I had different feelings for her, I thought I wanted to join with her, but then I realized that I cared for her more then that."

First Aid remained speechless. It wasn't often that Ratchet revealed this much about himself, he knew that it was detrimental to the medic's well being to hold everything in all the time, bur Ratchet was Ratchet and you couldn't force anything out of the CMO. He would open up when the time was right, and this seemed to be one of those times, First Aid was not about to interrupt.

"It was like I had found a lost sparkling out there in the crash sight, lonely and neglected. I nursed her back to health and watched her grow. She is like a daughter to me, and seeing her going back to the horror that had diminished her to that of a sparkling just sickens me."

Both mechs remained silent. Only when First Aid was certain that Ratchet was through did he chance speaking.

"But she is happy now. Happier then she has ever been since she arrived here."

"And that's what hurts the most." Ratchet's words were tense and he quickly stood up, ending the conversation.

Ratchet hurt because it was a Decepticon that was making Burnout happy when it should have been he or one of the other Autobots. A Decepticon, the very being who started this mess in the first place, was the one who had completely cracked her shell and brought back the real Burnout. Barricade had succeeded where all others had failed, and that fact alone was enough for Ratchet to look to Primus and ask, 'Why?'


	40. Chapter 40

Burnout walked straight for the recreation room after Prowl had dismissed her; she needed energon and to sit down. She was thankful to step into the room and find it empty. Any mech that would have normally inhabited the lounge at this time was either still at the med bay or had gone to recharge soon after their tune ups.

The solitude didn't last long, though. Soon after the femme had sat down, the doors hissed open. But when she looked up to see whom had entered, Burnout blinked in confusion; no one was there.

"Hey Burnout!" A small voice called from the floor.

Snapping her optics downward, the femme smiled down at the two teenage humans.

"How have you two been?" The femme asked, then checking the time, "It's kinda late, what are you two doing out at this time?"

Mikaela laughed, "We've been great."

"We're staying here for the weekend and taking advantage of the freedom. What about you; what are you doing up so late?" Sam asked.

Burnout sighed. "It's just been a long night." The femme reached down and carefully picked each human up and set them down on the table top. "First, I was helping Ratchet in the med bay, then I had to go to a meeting with Prowl and Jetfire."

Sam rolled his eyes skyward, "Prowl is one mech I try to avoid. He's so serious all the time. Once I tried to make a joke and he just looked at me as if I had grown a leg out of my ear. Then, he scribbled something down on that damn data pad that he is always carrying around."

"He just has a different sense of humor than you," Mikaela pointed out. "I'm sure if you get him to loosen up, he's a completely different mech. Maybe some high grade would be good for him."

All three laughed at the thought of Prowl walking awkwardly down the hall, slurring his words while holding a container of energon.

"He's not that bad. As long as your name isn't 'Sunstreaker' or 'Sideswipe.'" Burnout took a small sip of the high grade she had poured. She decided that she deserved a portion of the potent liquid; it would help to calm her taught neural wiring. She marveled in the odd sensations that the energon created inside of her before fading into her fuel tank. It heated her from the inside, and even though she didn't particularly care for the way the liquid burned, or the after effects it had on one's CPU, she couldn't help but enjoy this rare treat.

Then there was another sensation. It was in her spark, but had nothing to do with her bond to Barricade. As quickly as she had noticed it, the sensation faded, almost like how the sensations caused by the high grade would fade. She couldn't pinpoint what the feeling was or where it had come from. It was an odd, but familiar, sensation, one that she believed she would be able to place with some time. In her concentration of what was going on inside her own body, the femme failed to register another presence entering the room, at least not until she felt her spark reach out to him, completely pushing away any other thoughts or worries.

But Sam and Mikaela noticed.

"Oh my God, Sam," Mikaela squealed, grabbing her boyfriend by the hand and pulling him closer to Burnout. "Is that who I think it is?"

Sam was speechless. That was a robot he would never, ever, not even after he dies, forget. He had gotten up close and personal with that mech, had nearly had his brains bashed in because of a pair of stupid glasses, and had been chased ruthlessly across town by that mech. Yes, that was exactly who Mikaela thought it was.

"Burnout?" Sam found himself practically begging for the femme's attention. "Is he supposed to be here?"

The wonderful feelings of being so close to her bonded quickly overcame any other feeling or emotion, and Burnout failed to notice the two human's unease. Burnout turned to Barricade as he made his way over to the table she was sitting at.

Mikaela and Sam, on the other hand, were panicking, trying to get as far away from the mech as the table would allow. If they could have, they would have lept from the elevated surface.

"I stopped by the med bay. Ratchet wasn't very pleased to see me, especially when I asked for you. I didn't know a wrench could fly so far, or that he had such good aim," Barricade explained, glancing, disinterestedly, at the humans before resting his optics on Burnout, taking in her beauty, his spark swelling with pride that they were bonded. "You must have had a rough night to be in here drinking high grade."

Mikaela was mesmerized by Barricade's words, more like the way he had spoken them. He was speaking to Burnout, softly, and the way he looked at her... His whole demeanor was different. Maybe it was just her female intuition, or the fact that she hadn't been face to faceplate with the ferocious mech like Sam had been, that allowed her to think that Barricade seemed different somehow. Either way, she had missed something very big that had happened between Burnout and Barricade.

"It's been trying, that's for sure," Burnout responded, taking another small sip of her drink before offering the container to Barricade.

The two humans looked on in amazement as the Cybertronians shared high grade together. Sam had begun to pick up on the changes in Barricade, and Burnout, for that matter. Something was definitely odd, but his developed fear for Decepticons wouldn't allow him to think any harder on the matter. He had really thought he would be dead by now when he had seen Barricade approaching, but the mech had hardly done more than glance in their direction. Then again, Barricade is a Decepticon, 'deception' being the prefix. So, he couldn't help but yelp in fear for his girlfriend and try and grab her when she suddenly took a step forward.

"Mikaela, what are you doing?" Sam hissed as he watched the girl slip out of his reach and continue making her way to the center of the table.

"So, ah, you guys seem to be getting along pretty well now," the young woman spoke up, nervously, when both Transformers stopped their idle conversation to look down at the human.

Burnout had forgotten that the last time Mikaela had encountered Barricade had been when the two of them had been chased by the mech. She couldn't help but smile at the young woman's bravery. "Yes, a lot has happened since that day. Barricade has been on base now for a while."

Sam was starting to feel a little braver. He had been chased by just about every Decepticon created, including Megatron, and lived to tell about it. He could handle one that seemed to be acting civil. "Why haven't we seen or heard anything about him?" the boy asked, sweat gathering on his forehead.

Barricade continued to look down at the two organics. They were still gross and annoying to him, but he knew he would have to tolerate them if he were to remain in what little good standing he had gained with the Autobots, but mainly because Burnout seemed friendly with them, especially the little femme.

"He has been in the med bay up until recently," Burnout explained. "Now he has his own quarters and will be around more." Burnout looked over at her bonded, a smile forming on her face. She liked the way the statement sounded.

Mikaela knew she had definitely missed something, especially when Burnout reached over and gently placed her hand onto Barricade's. 'This is just too weird.'

"Lets get some food and go to bed," Mikaela finally whispered to her boyfriend, who seemed too stunned to think past simple breathing and blinking.

"Yeah, yeah. Good idea Mikaela," the young man responded, following her to Burnout's outstretched hand.

Burnout and Barricade sat together for a while longer. The femme debated on telling her bonded about the trust issues that the Autobots were having with her since she started getting so close to the Decepticon, but, instead, she opted to explain that they had discovered her little trick to get off base.

"I can't believe you risked your whole career to come find me. I could have been anywhere, yet you still looked past all doubts."

"I think a lot of it was chance and just being in the right place at the right time. Even if they had permanently suspended me from my position, I would still feel no remorse for my actions. It was completely worth it."

Barricade looked over his femme. They had come so far, but it felt like things could go so much farther, like there was much more to their relationship that they had yet to discover.

In silent agreement, both stood up to begin making their way to the living quarters. As Barricade turned for the door, he caught, out of the corner of his eye, Burnout suddenly stumbling and falling to her knees, her hands clutching at her chest. A dull pain suddenly pulsed through his own spark through their bond.

Throwing himself to the floor beside his bonded, Barricade pulled the femme to him, trying to look into her face. "Burnout, what's wrong?!"

Burnout pushed air through her vents rapidly for a few seconds and then seemed to relax. "I think I drank too much high grade and stood up too fast. I'm fine now; I'm sorry if I scared you." But she wouldn't look into his optics.

Barricade continued to hold her close, a speculative look on his face. He had never seen anyone react to high grade like this, and he had seen a lot of over-energized mechs in his time. However, the pain in his own spark was gone and Burnout seemed to be relaxing. He would just have to look out for her a little more.

Burnout walked carefully back to Barricade's quarters. 'Something is definitely wrong,' she thought to herself as she caught sight of Barricade's concerned face looking over to check on her again. He kept reaching out to her through their bond and she made a point to send reassuring feelings to him. 'But do I tell Ratchet? What will he find when he opens my chest cavity to examine my spark? Are we ready to reveal our bond yet?'

The little femme was so exhausted, both mentally and physically, that she went straight for the recharge berth and was offline before Barricade could even deactivate the room's lighting.

The concerned mech looked over his bonded's resting form, uneasy about her odd behavior in the recreation room. Should he tell Ratchet? He knew that their secret would be revealed, but if it meant keeping Burnout healthy and comfortable, he was ready to take that step. Lying down beside his femme, he took her into his arms and held her close. He would discuss it with Burnout in the morning. For now, he simply wanted to enjoy her proximity.

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"So, what do you think, Sam?" Mikaela asked as they entered the privacy of the human-sized room they occupied during overnight stays at the Autobot base.

"I think the femme has a freaking screw loose. She needs to go see Ratchet and sit through every sanity test known to man and bot." Sam threw his hands in the air in exasperation. "Of all mechs! She had to go after Barricade?"

"Hey, maybe he's changed. We haven't seen him for a few years and the last I heard, he wasn't getting along too well with the other Decepticons."

Sam turned his wild-eyed bewilderment on his girlfriend. "Mikaela, I don't care if she manages to paint him pink with little flowers and bunnies; he would still be able to pull off the evil badass Decepticon." Pausing for a moment. "Scratch that, I think he would be even scarier painted pink. But, either way, it's BARR-I-CADE."

"And I think he is in love with Burnout. Not to mention I think the femme loves him back."

"Okay, its weird enough to be talking as if Barricade were nice, but now we're discussing robot love. These guys are super-cool-alien-robots, let's not ruin it for me."

His girlfriend wasn't going to be swayed easily. She wanted to know the nitty gritty, and there was only one way to find that out. Burnout and her needed to have a 'talk'. A heart to spark girltalk.

"I think they're in love," she stated firmly as her boyfriend shut the bathroom door. She heard him making a dramatic gagging noise just before the shower was turned on.

"Stranger things have happened," the young woman spoke softly to herself. "Who would have thought I'd be sharing a room with the class dork on a super secret government base inhabited by alien robots?" Mikaela smiled contently to herself as she prepared to go to bed, also.


	41. Chapter 41

Hey everyone

Hey everyone! Grlwdgrntrk is still alive, and she has an update! I went on vacation and managed to pull something together, writer's block is a dirty glitch… but we all know this. Anyhow, I want to recognize **asmyth** and her tie in ficlet to Face Down. It's called **Face Down: Retrograde. **She has done a nice job adding in details about what is going through the processors of Burnout and Barricade. A definite read for Face Down fans! Well enough jabbering, on with the chapter!

**Face Down Chapter 41**

Burnout's processor was racing as soon as she and Barricade awoke the following morning; and she had breathed a sigh of relief when he left to start his patrol duty. She had managed to steer around all of the mech's concerned questions about her well being. She knew that her bonded deserved answers; he could sense that there was something off and she knew she couldn't hide it from him forever. She had to figure out what was wrong with her spark before anything like what had occurred the previous night happened again.

The strange attack had been so painful yet at the same time it seemed so familiar… it excited her, yet caused her great worry. She wanted to confront Ratchet about it -maybe she only had a loose wire- but she was still angry with the medic and her pride wasn't going to allow her to go running to him for help.

"Maybe First Aid will help me?" She thought to herself out loud. "He could run a diagnostic specifically on my spark."

She had just received a basic exam, just like all the other mechs on base, but unless someone had specific complaints or abnormal readings came up, more exams were unnecessary. Her diagnostics had come back fine, all her systems were functioning within their normal limits, and other than a couple slight adjustments, she was in tip top shape.

"But that would draw Ratchet's attention, he knows everything that goes on in that medical facility." The examination of a spark was no minor procedure anyways. Burnout couldn't be sure if she trusted any other mech near her spark or spark casing. The familiar sensations of unease crept through her circuitry as memories of the horrors that had been committed to her resurfaced. She couldn't let anyone near her spark; it was a very stupid idea to have considered anyone other then the CMO to perform this procedure. She only trusted two mechs near her spark, Ratchet and Barricade.

A soft buzzing noise sounded indicating that someone was at the door. Forcing herself to take a deep intake of breath from the sudden noise, Burnout walked over to the door and activated it, a black and yellow mech was standing in the opening uncomfortably.

"Bumblebee!? What are you doing here?" The femme was surprised to see the young mech in the hallway; surely he wasn't looking for Barricade, unless he planned on finishing what had been started the previous day.

: I figured you would be in here.: The small bot explained, but Burnout could sense that he was keeping his anger in check from finding her in Barricade's personal quarters. : I just wanted to pass the word that we were all going to get together tonight in the recreation room. It would be nice to hear you sing again.: He paused before continuing, debating on how best to put this. : _Everyone_ is invited. The more the merrier, right?: His voice sounded pinched even through the internal communications, but the emphasis on _everyone_ was clear.

Burnout smiled, it was taking a lot for the prideful bot to acknowledge that Barricade was a part of the group even if he still bore the Decepticon logo.

"I'll make sure that Barricade knows, and even if he doesn't want to go, I would like to stop in, maybe sing a song or two." The younger bot seemed to visibly relax. "What are your plans for the rest of the morning?"

Bumblebee's face lit up. : Ironhide just finished recalibrating my arm cannon, I'm gonna go see him and test it out.: Bumblebee continued by explaining how much better his weapon was now and how it would use less power but have more kick, the whole while Burnout just nodded in fake understanding. She still couldn't distinguish a rocket launcher from plasma cannon. : You should come with me to the practice range!: He finally finished nearly bursting with excitement at Burnout's slight interest.

"Well, I've been a little under the weather lately, I don't know if I'm up to going out there." Burnout started, she wasn't sure if she was ready to face the weapons specialist yet, but seeing the younger mech's facial features literally wilt, Burnout knew she needed to reconsider her answer.

The femme hesitated a moment, the last time she had seen Ironhide had been when he, Prime, and some of the others had rescued Barricade and her from Starscream. That last interaction, or lack there of, had not gone well. She needed to go see the mech to try and talk to him; if it hadn't been for him she probably wouldn't even be around.

'Slag, I wouldn't have even made it off of Cybertron.'

"But maybe some fresh air would be good for me, I would enjoy going with you Bee."

: Awesome! Come on then, Ironhide's waiting.: Bee grabbed the femme's hand and drug her out into the hallway. Both transformed simultaneously, tires squealing as they began pushing the speed restrictions put up by Prowl.

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"Hey Barricade, ya seem a lot quieter than usual, mind if I ask what's botherin ya?"

Barricade remained unresponsive to Bluestreak's question. This was actually the fifth time the mech had asked the Decepticon what was wrong, and each time so far Barricade had responded like so, by ignoring the pesky Autobot.

"I mean, normally you have at least told me to shut up by now, or cursed me to the pit, or thrown something at me. But not today, you're just sitting there all broody and more anti-social then ever." Bluestreak laughed nervously, even he knew he was trudging in dangerous water, but he felt that he needed to get some kind of response from the Decepticon, he couldn't stand feeling like he was talking to a wall.

"Come on 'Cade, spill, I'll listen to what you have to say, I might even be able to help."

Bluestreak watched his patrol partner wearily in case the mech finally snapped and severely injured him. His spark beat quickened when the red optics of Barricade looked over from the horizon and fell on Bluestreak's white and gray frame.

"I am worried about the health of my femme." The police interceptor spoke after a tense silence.

"Well, take her to see Ratchet." Bluestreak responded almost instantly.

"It's a touchy subject." Barricade growled, looking away from the talkative mech and back to the area that they were assigned to, purposely ignoring everything else the mech had to say. The con was actually planning to meet with Ratchet, but without Burnout, so he could voice his concerns for the femme without her denying every detail. He just hoped that he and the medic would be able to hold a decent conversation without ripping each other's throats out.

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Burnout watched Ironhide and a couple of the other mech's shoot off rounds as Bumblebee set up his new cannon and adjusted to the feel and different weight of the weapon. The weapon's specialist had been busy blasting away at the stationary targets that he hadn't noticed her or Bee's entrance. Well, he had noticed them, he had just chosen to remain unresponsive to the femme's presence.

Sighing, Burnout prepared herself for an uncomfortable few earth hours.

: You know, you should have brought something from the artillery to practice with.: Bumblebee mentioned over their comm. links. The blasts from the multiple mechs created such a tremendous amount of noise, only a complete idiot would go in the shooting range with their audio receptors on. : I hear you're really not a bad shot.:

Burnout laughed. : Where did you hear that? I haven't shot a gun but a handful of times.:

: Ironhide told me.: Bumblebee answered simply as he carefully checked the scope of one of his other guns. : Said he was proud of you that you finally got some bolts and picked up a gun, even if it did knock you down on your aft.: Bumblebee looked over and grinned teasingly at the femme. : Wish I coulda seen that, I'd still be pickin on ya.:

Burnout rolled her optics to look toward Ironhide. Was he really proud that she had fired a weapon of her own will? Maybe he really wasn't all that mad at her?

: Well you're teasing me about it now aren't you?: She asked, still watching the bulky black mech, hoping that he would acknowledge her in any way.

Bee shrugged his shoulders before firing the first blast from his upgraded cannon. A sudden squawk came over the comm. link causing Burnout to look back over at Bumblebee, the sight before her optics nearly caused her to fall to the ground laughing. The kickback from the yellow Camaro's new weapon had been more then the little mech had bargained for. He sat sprawled out unceremoniously on his back, weapon still smocking, and half of his battle mask pushed down from the impact of his fall.

Burnout was speechless, optics growing wide in an attempt to hold back her laughter. With audio's off, neither mech nor femme noticed how the practice range had gone silent; one mech had noticed Bumblebee's mishap and signaled the rest.

Trying to act slick and not make a scene, the yellow mech sat up and was about to laugh off the whole incident when he noticed every set of optics on him and the growing weight of embarrassment rendered him momentarily silent.

: Geez Ironhide, if you wanted me to go back to Cybertron just tell me next time.: Bumblebee finally spoke as he stood up and eyed the offending weapon wearily. : A little warning would have been nice.:

"And miss a show like that!" The gruff weapons specialist responded, walking over to the smaller mech. Everyone by now had turned their audio receptors back on.

"I was wonderin' if you would catch on to the amount of punch I put in that thing and brace yourself for the kick back, but it looks like I guessed right. You were just too excited about tryin' this thing out that you wouldn't strengthen your firin' arm first." The mech chuckled.

: Very funny.: Bumblebee grumbled as he shook himself off a bit, but no one could miss the smile on his faceplate. He loved his new toy, even if he needed a few structural upgrades before he could really play with it. He could already feel a few stress fractures forming in his shoulder strut, this was going to be a fun trip to Ratchet's.

Burnout remained in the back ground as Ironhide continued to discuss modifications with Bumblebee. She wanted the weapons specialist to acknowledge her in some way, being ignored was worse then if he were being straight up angry with her. But finally he turned away from Bumblebee as the smaller mech primed his weapon to fire again and came to stand beside the femme.

He surprised her by speaking first. : Haven't heard heads or tails of ya in a while, that Decepticon has been hordin' ya to himself.: Ironhide's powerful voice filled her comm. link. The shooting had started back up forcing radio communication.

: I've been busy too. Between Ratchet and Prowl I never have a quiet day.: 'Throw Barricade in the mix and there is never a quiet night.' But Burnout wisely kept this thought to herself, a smile on her faceplate being the only hint at the direction her processor had gone.

They remained silent, with Ironhide studying Bumblebee's form, most likely correcting the young mech through their comm. links. Burnout scrambled to think of something else to say.

: So are you coming to the party tonight?: She finally managed to get out. : Bumblebee is trying to talk me into singing.:

: Well then I wouldn't miss it for the world.: Burnout looked up at Ironhide who had turned his own head downward.

: So you're not mad at me?: She asked directly.

: Of course I'm mad at you, we're all mad at you. But see, Prime had this big long lecture that he practically quizzed us on once he was through about how you are a grown femme and can make decisions on your own.: Ironhide patted the femme's shoulder roughly, causing poor Burnout to stumble slightly under the unexpected weight.

: As long as you're happy Burnout.: The black mech chuckled at the harassed look on the femme's face. : And as long as I don't run into Barricade in a lonely section of the base, we should all get along fine.:

: Well lucky for Barricade, Red Alert has made sure that every part of the base is under constant surveillance.:

Ironhide just laughed, giving Burnout another pat on the back, sending her staggering toward the exit.

: See you tonight Bee!: The femme called as she made her way out of the firing range, a smile on her face plate.

**41414141414141**

Ratchet narrowed his optics when he caught sight of the unmistakable frame of Barricade. What the mech was doing in his med bay? Ratchet had no idea.

Crossing his arms, the medic kept his optics focused on the Decepticon as he made his way through the maze of exam tables.

"Can I help you with something?" The CMO asked flatly. It had been a quiet day so far and Ratchet had been enjoying the rare peace.

Barricade squared his shoulders and set his jaw, leveling the medic with his own intimidating stare.

"I'm concerned about Burnout." He answered after a few tense moments. However much he wanted to believe that there was nothing he couldn't fix when it came to his femme, Barricade knew he needed to swallow his pride about this. Burnout was hiding something and he couldn't ignore the feeling in his spark that it was something potentially dangerous if left untreated.

Ratchet's features softened into a look of concern as he processed the mech's statement. He motioned for Barricade to continue, he had caught the CMO's attention and however much he didn't want to help out the Decepticon, his medical instincts couldn't ignore such a direct concern.

To Ratchet's surprise, Barricade seemed to visibly crumble as he explained what had happened to Burnout the previous night. There was no mistaking the worry in his voice as he described the incident.

"It had to be a painful experience," The Decepticon went on placing a hand over his spark. "I even felt her pain in my own spark."

Ratchet raised an optic ridge at this, but he didn't comment, he forced himself to remain silent about this shocking piece of information concerning the closeness of the two. He needed to worry about Burnout's health first and not the jealousy that wanted to rear its ugly head.

Ratchet observed Barricade for a few moments, the mech had grown insecure in his worry for Burnout, arms crossed over his chest, optics locked on some unseen particle on the floor. Ratchet knew that it had taken a lot for the Decepticon to come to him and admit there was a problem. Not to mention the CMO was worried for the femme too. He may not have liked Barricade much, but he wasn't about to take a potential problem with their only femme lightly.

"Where is she?" Ratchet asked.

Barricade looked up and shrugged his shoulders. "She was in my quarters when I left this morning, I doubt she stayed there all day though."

Ratchet sighed. "She's not very pleased with me right now, it may take some coaxing to get her in here for an exam." The CMO looked into the Decepticon's optics. "But I'm sure she will listen to you." It took a lot for Ratchet to say this, but he knew it was the truth. If anyone could get that stubborn femme to do anything, it was Barricade. "If you can get her in here willingly, I'll run the tests, but only if she will cooperate. My patience with the two of you has run dry."

Barricade may have chuckled had the situation not been what it was, maybe one day he and the medical officer could joke about the hardships of his recovery over a cube of high grade. Maybe. But the relief that he was one step closer to solving this mystery that his femme had created helped lighten the horrible weight of worry from his shoulders. Now he just needed to talk to Burnout and convince her that something was wrong.

**A/N: **Huge thanks to everyone who is still following this, I know things have slowed down and Face Down seems to be coming to an end, but it isn't, I swear. I still have a lot more things to add to this story. Thanks again!


	42. Chapter 42

Face Down Chapter 42

Hey everyone! Just want to say thanks for your continued support of _Face Down,_ your reviews and feed back are so motivating. Thanks you guys!

I also wanted to mention a story that a friend (NovaGloriosa17) and I have been working on for a while now and finally decided to post. It's called _Behind Blue Eyes_ and it's a fun little fic full of humor, action, and Transformer greatness. Check it out and leave a comment, your feedback will be greatly appreciated.

And now, on with the story!

Face Down Chapter 42

Burnout was a bundle of nerves as she waited for the time to approach for the party. She had thought that Barricade would have been back by now, but the mech was still absent and she worried that he wouldn't be back in time for her to tell him about the celebration. She decided to leave a data pad with the information about the get together and her wishes that he would go.

Setting the data pad down in a place where she was sure her bonded would see it, the femme sighed as her processor drifted through all of the uncertainties about their relationship that she had been feeling over the past few cycles. She wanted to talk with him and get everything out in the open, to get these small problems solved before they erupted into much larger issues.

She felt her spark palpitate oddly for a moment and the femme braced herself for another wave of pain to overtake her like the previous night, but to her relief, none came.

"It must be nerves," she forced herself to believe as she exited Barricade's quarters.

As Burnout made her way through the hallways that lead to the rec hall a realization hit her. 'Barricade has never heard me sing.' The few times that he had gone to the energon pub on Cybertron, she had never gotten up and preformed. This made her hope even more that he would show up, but it also made her more nervous. Her first time back on in a while and the one that she would want to impress the most would be out in the crowd.

"There's the lady of the evening!" Sunstreaker and Sideswipe immediately greeted Burnout; who were also quick to shove a container of home-brewed high grade into her hand.

"Why is it that every time I see you two you're always trying to get me drunk?" The femme laughed trying to return the offensive liquid back to one of the twins.

"Well Sides here wants to try and steal you from that Deceptiturd, me on the other hand, I just want you to have a good time. Ya know, loosen up a bit." The yellow brother received a solid clank to the cranial unit for that statement from his red counterpart. Burnout just laughed and slipped out from between the two before things got too rough or out of hand.

Next Burnout ran into Bumblebee, who was quick to point out that she was by herself.

"Actually, I haven't seen Barricade since he left for patrol duty earlier." Burnout explained, glancing at the entrance to the large room. "I hope he comes; he has never heard me sing and I've been working on a couple of pieces that I can't wait to see how everyone takes to them. "

: That mech doesn't know what he's been missing if he's never heard you sing.: The younger mech replied.

"That's why I hope he comes."

Burnout inquired about how the rest of Bumblebee's time in the shooting range went which soon got the excitable mech telling an animated story about how much he enjoyed his new weapon. Burnout listened, but her attention was soon grabbed elsewhere.

A tense silence suddenly overtook the large get together and Burnout looked around in confusion as everyone turned to the huge doorway to the rec room. She felt Barricade's proximity as his spark called for her, sending feelings of unease and mistrust as well. She sent comforting thoughts and sensations back through their bond. The femme smiled as she caught sight of Barricade standing awkwardly in the doorway. Everyone was staring at him, or in most cases leering, and he was in no way comfortable with this.

"You came!" Burnout's voice stood out easily in the relative silence. Practically skipping to her bonded she smiled up at him, all thoughts of unease from earlier completely forgotten. "I didn't know if you would find my note or not." The femme continued to radiate happiness completely unaware of the surprised looks on every other mech's face in the room. It was common knowledge throughout the ark that Burnout seemed to be getting along very well with Barricade, maybe a little too well, but gossiping about this and actually seeing it as truth was a completely different thing.

Barricade saw everything though. He wanted to take Burnout into his arms; he hadn't seen her at all today except for a short time earlier that morning, but with everyone practically staring laser rays into him, he didn't want to so much as look at his femme wrong.

"Maybe I should leave." Barricade started to say.

Burnout wouldn't hear it though, she wanted Barricade to stay and listen to her sing. She wanted to see his face light up, even in the slightest way, as she reproduced those old bar songs that every mech, Decepticon or Autobot, knew. Grabbing his hand, she tugged him over to a table that was set a little off to the side but not completely secluded from the rest of the group. Barricade would have preferred to stand in the back; being in a room full of Autobots he wanted to be able to see what was going on around him at all times with a solid wall at his back.

Everyone was still relatively silent as they observed the odd couple; some were even debating on leaving since the presence of a Decepticon seemed to put a damper on their partying mood, but a booming voice from the doorway caused many to jump in surprise.

"I was told this was the place to be tonight, how come we're all standing around like a bunch of lost sparklings?" Everyone froze as the voice of Optimus Prime shook down into their circuitry. "Come on Burnout, sing us a song!"

After recovering from the initial shock of their leader's surprising entrance, the femme was more then happy to oblige. Flashing her bonded a mischievous smile, Burnout turned and pumped out the first words to a catchy tune. Immediately every other mech in the room picked up on the rhythm and joined in by stomping their feet or clapping their hands.

Barricade sat back in shock as his femme began dancing around and singing. He never realized that she had this much charisma; he had always thought of her as being more of the shy type, not this outgoing. His optics widened as one of the mechs even lifted her up on a table and she finished the song up there, projecting her voice loud enough that he wouldn't have been surprised if someone outside of the base had heard her.

A few more songs passed and Barricade could do little more then simply watch as his femme skipped around performing either simple jigs or complex melodies all to the steady rhythm of stomping feet and clapping hands. A smile threatened his features every time she looked his way, but he worked hard to extinguish the emotion from the Autobots as they continued to keep a careful optic on him. There was no denying that he enjoyed the performance, but he didn't have to reveal that to the mechs around him. Burnout could feel the satisfaction through their bond, he knew that this meant more to her then words or expression could ever convey.

There was a break in the performance so that Burnout could get some energon and rest for a moment. She went straight to her bonded.

"Quite looking like such a grouch. You're having a good time, just admit to it." The femme teased at her bonded's expression.

Barricade locked optics with his bonded. "You're making this situation palatable; I would not be here otherwise."

Burnout couldn't help but laugh, that was as much of a compliment she was going to get out of him in this company.

"Burnout!" The femme turned to see who was calling to her. It was a younger mech that she recognized from the control room, the same mech that had been on duty when she had escaped off base. "Would you sing the song that honors Crossfire next?"

The femme felt her energon pump momentarily freeze up and Barricade looked over at her, confusion and unease could clearly be read on his facial components from her odd reaction. She thought about it quickly.

She wanted to sing the song; she had added some new parts to it and changed others, but she wasn't sure if she was ready for the others to hear it yet; wasn't sure if Barricade would be comfortable with listening to it.

"What's wrong Burnout, what song is he talking about?" Her bonded questioned quietly.

"It's about Crossfire and how he had died valiantly protecting a femme." She explained softly. "And how that femme had disappeared only to be seen again briefly in the middle of a war."

Barricade looked into Burnout's face, understanding suddenly flooding his features. "It's about all of us."

Burnout nodded her head. "I added more to it, I just wasn't prepared to sing it tonight. But if you want me to I will do it."

Barricade remained silent.

"I added how through pain and suffering, love was found. That through quarrels and misunderstandings, that love blossomed."

Barricade looked up into his bonded's optics, love radiating from his features and more so from his spark. "You should do it then."

Burnout smiled and nodded her head, "I would be more then happy to sing it then." She answered the younger technician. "As a matter of fact, I have a name for it now."

Burnout stood up and made her way to the center of the room. Everyone grew silent as the femme made it clear that she had something to say. Looking around, the femme picked out the familiar faces of all the mechs that had made such a huge difference in her life. Ratchet, who not only put her body back together, but also her processor; Bumblebee who was always a playful companion that could get even the most uptight bot to loosen up and live a little; Ironhide, who even when in his most intimidating moments was really nothing more then an over protective big brother; Optimus Prime, who gave her the opportunity to be who she was and more importantly allowed Barricade to become a part of their population and ultimately a part of her life again, but for the better. Crossfire…

Burnout froze, every processor suddenly screeching to a halt. Sitting in a corner all to themselves were three mechs, each one she had only previously seen in what could be described as dreams. Crossfire sat reclining, arms crossed on his chest, with a smile on his faceplate. A younger mech was sitting next to him, blue optics shining as he took in the sight of the large group of Autobots. His face lit up even more as he met optics with his mother, who gasped at the sight of her grown sparkling. There was no doubting that this was Barricade's creation; apart from the blue optics, he was a younger version of his mech creator. The final mech, who Burnout recognized as Jazz, winked at her before nudging Crossfire, and they were gone just as quickly as they came.

Blinking, Burnout realized that she had acquired everyone's attention and she had to take a deep breath to get her circuits back in line. Seeing those mechs had been such a shocking and amazing surprise; did she really see it? Or was it some kind of hallucination?

'I'll have time enough to figure through this later.' She thought as she spoke up to announce her next song.

"My next song is a request. It's been unnamed for a while now so I'm giving it a title, Unknown Soldier. Many of you will recognize this piece, but you will also notice some changes. I hope everyone will enjoy my additions."

Accessing the file that she had the lyrics saved in, Burnout let her main processors wonder as her voice took over. Seeing Crossfire and her sparkling seemed to have triggered the opening of a metaphorical floodgate. She could do nothing to block the sudden flow of memories that were trying to saturate her entire CPU.

Even with the distractions that her own mind was creating, nothing could deter her from the story she weaved through words and melodies. Her entire audience were completely captivated, rank, faction, and age were forgotten as her voice rang clearly through the recreation hall.

Meanwhile, Burnout was in a state of turmoil and confusion. Memories were throwing themselves at her, each one demanding her attention. Crossfire's death, the horrendous journey to Decepticon headquarters, her first encounter with Megatron… the loss of her sparkling.

For the first time ever, Burnout's voice faulted, but she managed to cover up the mistake that no one noticed her blunder. A realization had hit her harder then any blow that even Megatron had ever been capable of issuing. Forcing herself back to the task at hand, Burnout activated her optics, she hadn't even realized that she had darkened them. Her focus immediately falling on Barricade, whom was watching her intently, as she began trying to sort out the conclusion her processor had so shockingly came to.

The odd feelings in her spark…

It all made sense now, the last time she had felt like this was back on Cybertron. She was locked up in solitary confinement…

Finishing the song, Burnout didn't even hear the roar of all the mechs as they cheered for the femme. Her processor was spinning from the over load of thoughts and emotions and she could feel her spark threatening to cause her pain again.

Everyone was crowding her but she couldn't see them as her vision blurred and even flickered into blackness, the only thing holding the femme upright by now were the embraces of Sunstreaker and Bumblebee as they lifted her up in an excited embrace.

Two mechs knew immediately that something was wrong though and each acted simultaneously, Ratchet bellowing orders to get away from Burnout and clear a path, Barricade by physically lifting and throwing mechs who were not quick enough to move out of his way.

Confusion set in momentarily as the mechs closest to Burnout caught sight of the rampaging Decepticon, battle systems were quick to online as they prepared to defend themselves and the femme. A battle may have erupted if the ever-diligent Optimus Prime hadn't picked up on what was happening, even as Ratchet sent Optimus an explanation via comm. link the leader was already issuing an order for everyone to stand down.

Instantly, the room stood still as Barricade snatched Burnout out of Sunstreaker's grasp and cradled his femme in his arms. Ratchet immediately began pushing the couple out of the room while running scans over Burnout.

"Her spark is dangerously unstable." Ratchet growled as he attempted to push Barricade again to get him moving faster, but the mech had suddenly stopped.

Ratchet was prepared to yell at the Decepticon for how stupid he was being in his delay, but the look on the dark mech's features caused the medic to freeze also. Barricade was looking down at Burnout, his optics locked on the femme as if she had just off-lined in his arms, a quick scan contradicted this initial thought.

"What-" The CMO started but Barricade quickly silenced him, Burnout's small voice was barely audible, her blue optics were shining despite the pain as she stared up into Barricade's crimson orbs, she didn't even know Ratchet was there.

"My spark split again, Cade, we're going to have a sparkling."

Ratchet took an unsteady step away from the pair. Snapping his head from one to the other, he had so much to say, so much to express, but couldn't get past the blunt shock of the statement to vocalize anything. Almost immediately though his medical programming took over and he was back into action, shoving Barricade into motion, the CMO sent a message ahead to First Aid to get the med bay ready. Meanwhile turning his attention to the still floundering Decepticon.

"Get her to the med bay, NOW!"


	43. Chapter 43

Face Down Chapter 43

Barricade sat impatiently next to Burnout in the main area of the med bay. She lay prone on one of the many tables; wires were connected to multiple ports throughout her body, her spark was being monitored. The fretful Decepticon couldn't even begin to understand what each device was meant to do and each time a beep or tick would resound he would look from one monitor to the next then over to Ratchet to see if the medic would respond in any way. Hundreds of questions were racing through his processor but he was too nervous to ask any of them in fear of distracting the CMO from the task at hand; keeping Burnout online.

Sighing in an attempt to relax his circuitry, Barricade took hold of Burnout's hand and held it tightly in his own. With every moment that passed by, Barricade was sending calming and loving feelings through their bond. He knew that Burnout could feel him, but she was either too weak or in too much pain to reply back. She remained a solid presence in his own spark though, letting him know that she wasn't going anywhere. Ratchet had assured the Decepticon that Burnout wasn't in any pain; he had explained that if she were, her spark beat and rate of air-flow through her intake manifold would be accelerated. Knowing this, Barricade kept a careful optic on both of these monitors. He knew what it was like to be in a world of pain and not have the ability to express his discomfort.

Barricade sought out the medic with his optics; said mech was busy looking over scans and stats from Burnout's spark and comparing the new readouts with old ones. The look on his face was set in a grim frown as he re-read through the documents.

Almost immediately after they had made it to the med bay, Ratchet and First Aid had hooked Burnout up to the ICU equipment; it had been a mad rush to get her chest compartment opened and expose her spark so that it could be stabilized and examined. Burnout had initially resisted, so Ratchet had given her a mild sedative to take the edge off of her taxed circuitry without putting her spark or sparkling in jeopardy.

Once the femme was stabilized, the real exam started. Barricade had immediately expressed his discomfort at having the other medic around while Burnout was exposed like this. He didn't care that First Aid was a medic; if anyone beside himself was going to be looking at his femme's spark it was going to be Ratchet. The CMO didn't argue the point with the Decepticon, Burnout's health was in danger and now he had to worry about the well being of her sparkling also.

Barricade glanced up at the medic again, hoping that his expression would give the Decepticon some idea about what was going on. But as he looked up at Ratchet, the CMO suddenly threw down the data pad he had been overlooking and put his head in his hands. Barricade wished that he hadn't looked up. This did not bode well. His spark sank as he looked back over to Burnout. After receiving the sedative she had quickly relaxed and sank into a peaceful recharge, which was a mild relief for Barricade, seeing her so worked up tore at his internal circuitry. Upon seeing the medic's reaction though, Barricade's relief was short lived.

"I can't believe I didn't see this sooner." Ratchet's voice was suddenly beside the Decepticon. The CMO walked around the table that Burnout occupied. Barricade couldn't be sure what Ratchet meant.

"What? That we are bonded?" Barricade growled.

The CMO continued to walk past the table and out where he would have more room to pace. His hands clenched and unclenched as he tried to get his thoughts lined up, this was going to be a very difficult conversation, not just for Barricade but also for him and not to mention the rest of the Autobots.

"Burnout's spark is damaged; it has been damaged ever since she landed here." He paused and glanced up at Barricade who was staring at the medic in shocked stillness. "There are wounds that cannot be healed, and the damage that had been done to her spark is one of them. I could fix her casing; I offered to replace it once, but she wouldn't let me for some fragged up reason… femme pride I guess. We were able to get her processor straightened out, for the most part." Barricade growled at this last statement.

"Get on with it Autobot, what is wrong with her?"

Ratchet sighed, how he wished there was a better way to break this. "Her spark is being taxed too far. It can't handle the split. Megatron had damaged it extensively when he had taken the first sparkling from her. A healthy spark will split, a small portion forming the sparkling's spark, the rest remaining for the femme and her natural repair abilities to rejuvenate the portion that broke off for the sparkling." Ratchet paused, steeling himself. "Burnout's spark was never able to do this. Her first sparkling hadn't been old enough to be detached from her spark. So when Megatron took it from her, he took a large portion of her spark with it, leaving her spark too damaged for its self-repair systems to fix. It's a delicate process that should only be left to Primus himself."

The medic looked over the recharging form of Burnout then back to Barricade, her spark-mate. The dark mech seemed to not grasp what the CMO was trying to explain. Ratchet tried again.

"Her spark wasn't whole to begin with; this second split is going to take too much from her… her spark will be too weak to sustain both lives." The medic spoke this last statement very quietly, not trusting his own voice.

Comprehension seemed to dawn and Barricade reacted just as Ratchet would have expected, even if the mech were an Autobot, Ratchet wouldn't have been surprised to see such a violent outburst. Leaping from his seat, the Decepticon roared in anger and slammed his fist into a nearby wall, the CMO blinked at the force of impact as the punch reverberated through the walls around them. Frankly, Ratchet wanted to do the same thing.

After a few minuets of uncomfortable silence, Ratchet spoke up again. "Would you like to move her to a more private room? She is stable now and doesn't need to remain hooked up to the equipment."

Barricade remained motionless, forehead resting against the wall that he had just attacked, so Ratchet went ahead and began disconnecting Burnout from the monitors and regulators. The Decepticon came over when the CMO was preparing to move the femme.

"I'll take her, just show me which room." The mech asked quietly, his optics seemed dull as he took in the sight of his bonded. Gently, Barricade reached down and caressed her face before delicately lifting her into his arms. Ratchet had already been through too many shocks for one day; watching the Decepticon being so compassionate almost seemed commonplace after all that the medic had seen.

After the door hissed shut behind him, giving Barricade some privacy with Burnout, Ratchet felt his knee joints weakening as his own control began to crumble.

"What have I done?" He asked himself, dropping his head into his hands. "I should have seen this."

He didn't know how he made it back into his office, but he found himself collapsing into his work chair, feeling as if all of Cybertron were suddenly resting across his shoulders.

He had known that Burnout's spark was damaged, he had known that it was unable to be repaired and that procreation would be a dangerous activity. What he hadn't known was that the exact thing that he had assumed the femme would never do, happened.

"I should have told her." The medic berated himself. Even bonding with her spark would have been a risky issue, one that he would have warned against, had he been confronted with the issue. It was shocking enough that Burnout had even spark bonded; Ratchet hadn't predicted this ever happening, after everything she went through, the fact that she bonded with Barricade really made him wonder just how much of her processor remained unstable. Then throw in the fact that they spark-mated too. Ratchet's processor was starting to grow uncomfortably painful and he knew that if he continued to work himself up over this he was going to short something.

But how could he not think about this? He had just condemned their only femme, not that they had planned on using her for breeding purposes, but she was their last femme, their only hope for survival, even if she was just an empty promise, she gave them something to look forward to every day. He had condemned her by not telling her about her weakness. After everything she had been through, the last thing he had wanted to do was tell her she was damaged beyond repair. That no matter what, she would always be broken.

Scarred by the hands of Megatron.

**43434343434343**

Barricade could do little more but hold Burnout close to him. After making sure that the door was secured from unnecessary interruption, he opened up his spark casing to reveal his strong, pulsing spark. Taking a moment to compare Burnout's spark with his own, Barricade felt his internal wiring cringe when the whole truth behind Ratchet's words hit him. Burnout's spark was already noticeably dimmer and weaker than his own. She was already growing weaker. He remembered how bright and full of life it had been when they had first bonded back in the abandoned subway station.

"I just got you back… I'm not ready to let you go again." The mech forced out of his vocal processor. Lying next to Burnout, he pulled her close, allowing their sparks to join together. Ratchet had said that this would help relieve any pain that Burnout might be experiencing along with give her some much-needed energy. "I'll never disconnect from you if it means keeping you here with me longer." The mech whispered, running his hand gently down her back.

He didn't know how he would ever live with himself if he lost her again; she meant the world to him. Now, because of him, he was going to loose her. Even with Burnout protectively in his arms, he felt like he had let her down, that he was the reason she was in this state. He had promised to never let harm come to her again. He had done everything to keep her safe, but he could have never counted on her own body being the danger to her well-being. If he had known that by bonding with her and, although unexpected, creating a sparkling would have resulted in this, he would have never done it.

Burnout stirred and Barricade could tell she was coming back online, but he continued to hold her close, reveling in every moment he had with her. Ratchet didn't say how long her spark had before it couldn't remain strong enough to support her any longer, but Barricade was going to appreciate every moment he had left with his bonded.

A glamour of hope remained in his spark that Ratchet will find a cure, that Primus would grace Burnout and allow her to remain strong. That maybe for once, Ratchet's prognosis was wrong.

**434343434343**

Ratchet had never been one to just sit around in self-doubt or reflect on the 'what ifs' in life; a medic of his caliber had learned in the early stages of their career that backtracking and remaining centered on mistakes would get you no where. You had to learn from your faults and continue on, never to make the same blunder twice. He allowed himself the leniency to wallow in his emotions for a little while, but after that small amount of time, he knew enough was enough. He needed to try and find a way to fix his mistake, he needed to try and save Burnout.

Starting in his extensive database on Cybertronian medical technologies, Ratchet began scanning through anything that was even mildly related to the problem at hand. Creating a file, he stored each document to pull out for future use. This was an issue he was not going to take sitting down, and if his predictions were accurate, neither was the base. Pausing in his work, he quickly reopened his internal comm. link; he had shut it down so he could concentrate on Burnout without the interruption of external concerns.

Tentatively, the medic reached out to Optimus Prime. This was the first mech who he wanted to contact about the sad discovery. Not just because he was the leader of the Autobots and needed to know the health of his staff, but for moral support. Ratchet felt that he needed to hear the strong voice of his leader to lift him from the slump he was in right now.

: Ratchet.: The leader spoke through the comm. : What is Burnout's status?:

Ratchet debated on how he was going to break this. : Please come down to the med bay; there is a lot that needs to be discussed.:

Sighing, the CMO put down a hard document in the form of a data pad. Reaching into a cabinet behind his desk, the mech pulled out a container full of aged high grade. He had a feeling that the next few earth months were going to be long and painful ones.

**434343434343**

Prime rocked back on the hydraulics in his feet as everything came pouring out of Ratchet. Optimus had know the medic for so long he had lost count of the orns, but he can still count the number of times he had seen the CMO this flustered over something, especially if Ratchet believed the problem was because of his own negligence.

But the medic had good reason to be upset. The shock of the whole situation was causing Prime to even look around for a place sit and process all of this information.

Like the rest of the base, Prime had suspected that there was something going on between Burnout and Barricade, maybe not so far as a spark bond, and definitely not a spark mating. So listening to Ratchet continue on, Prime was at a complete lose for words.

"I should have told her Prime, it's all my fault. Because of me, she's not going to be able to see her sparkling grow, just like her first one." Ratchet was pacing, telling Prime what was going on had reactivated the torrent of emotions that were locked away in the stoic medic. "I've let her down Prime, as much as I hate to admit to it, I've let them both down, I've ruined Burnout's life, her chance at a long happy existence with Barricade."

"Stop it Ratchet." Optimus demanded firmly, but without raising his voice. "Burnout has been the happiest femme I have seen since the war started. Telling her that she couldn't do anything, no matter how ridiculous or small that task may have been, would have done nothing but upset her. As the humans put it, she is a free spirit; putting limitations on her would have caused more harm then good. I'll bet my best cannon that if you walked in that room right now and asked her if she regretted anything, she would answer no."

"What are you going to tell everyone else?" Ratchet asked quietly after a few silent moments.

"The truth." Optimus replied. "They deserve to know it and there is no point in softening the facts. They're soldiers; they're my soldiers; and I do not lie to my men."

Ratchet nodded his head, he felt a little better, but until he found a way to reverse all this, he was never going to live this down. After telling Prime that no one was to come to the med bay unless it was a life or death situation, the CMO immediately returned to searching through the medical documents.


	44. Chapter 44

A/N Hey all

A/N Hey all! Look who it is! The long lost Grlwdgrntrk! With an update! I'm down on my knees while I say this, I'm soooooo sorry for the delay on this chapter. I tried to make it long and NOT a cliffhanger to make up for my slowness. I've got more time on my hands now so hopefully I can get this bandwagon moving again. Hate to say it though, but I'm getting ready to turn down the home stretch. The end of Face Down is in sight. Oh Nos!

Read and Enjoy :) Oh, and review too!

Face Down Chapter 44

Burnout was humming to herself, but not in a way that any other set of audio receptors could hear. This humming was strictly internal; the only other being that could hear her was her sparkling. She had withdrawn completely inside of herself, almost like she were recharging but she was still fully aware; she just chose to block everything else out. External actions were of no concern to her at this moment, all that mattered was her sparkling. Every spare thought or flow of energy was going directly to her sparkling.

She marveled at how the small segment of her spark that formed the separate being seemed to intensify as she turned her attention to It. It had been waiting patiently to be discovered and seemed to reverberate with joy at the attention the femme was directing Its way. It had known her before Burnout had even known It. But now that she was aware, the femme was always going to keep It in her thought process, always sending It simple, loving messages.

She was aware of Barricade's external presence also; she dimly felt his concern and confusion. But for now she was far more focused on the life that was blossoming inside of her. She had not been able to examine her first sparkling like this, no sooner had she realized that her spark had split she had been taken from her solitude and handed over to Megatron. Immediately Burnout pushed away this memory, she did not want this memory to transfer to her sparkling, It may not have understood what the images meant or the emotions they triggered for Its femme creator, but the memories would be forever imprinted into the sparkling's hardly formed processor.

Suddenly a third presence was a part of her spark, it was a loving presence, but the surprise that Burnout felt at suddenly being interrupted caused her to overlook the familiar sensation of her bonded. Instead, motherly instinct flared into existence, motherly instinct that was now compounded ten times over from the fear of the past repeating itself, she was not going to have this sparkling taken away from her! She didn't even recognize that the sudden presence had in fact, belonged to Barricade. All that streamed through her processor was DANGER! INTRUDER!

Anger and fear flaring, she quickly began to take control of her body. Using every bit of strength that her frame possessed and then some, the femme shoved, kicked, and punched at whatever it was that was having access to her spark.

As soon as she was free, Burnout scrambled to put herself as far away from her 'attacker', all the while slamming her spark casing and meager chest armor shut.

Barricade could do nothing more but lay on the ground where he had landed from Burnout's attack. He couldn't even begin to describe what had just happened. He had felt Burnout begin to come around, but he had been so worried about her and so distracted, that it wasn't until she had come fully awake that he felt her full anger and fear rear up and slap him in the face, literally. He could feel his facial components still throbbing from where she had hooked him.

Decepticon pride suddenly taking a hold of him, the mech leapt up to his feet and looked for his femme. He wanted an explanation and he wanted one now!

His optics darted around the room and quickly found Burnout, but the sight that met him sobered him up quicker than Primus himself knocking on his personal quarters after a long night of over-energizing. Burnout sat, back plastered into the corner of the room, optics shut, arms hugging her knees, she was rocking back and forth and muttering something. Cranking up his audio receptors, the mech listened closely.

"No one is going to get you. I'll keep you safe. It's okay, I'll keep you hidden."

Barricade's optics grew wide and he tried to reach out to his bonded. He was terrified, and the response that he received, or lack there of, only made him more upset. Burnout flinched when he reached out to her, she visibly flinched from the gentle rub through their bond and then immediately pushed him away. He continued to look over his femme, completely beyond thoughts or any comprehension of what was going on.

"Where's Ratchet?" The Decepticon mumbled, tearing his optics away from Burnout and looking around the room again. "I've got to find Ratchet." His optics fell on the door, his state of panic was making something as simple as unlocking a door and locating the medic a very complicated issue. Fumbling with the locking mechanism, the mech practically fell out into the main area of the med bay when the door finally gave way.

"Ratchet!" He bellowed as he stumbled for balance. "Slaggit Autobot, get your aft out here!"

The medic tore out of his office, impending doom written throughout his features. "What!" He barked as he paced over to the panicking Decepticon. He thought he was getting close to finding a way to help Burnout before he was interrupted.

"It's Burnout, I don't know what's wrong, she won't let me near her!"

Ratchet reacted immediately, entire demeanor changing as he pushed the Decepticon out of his way.

He entered the small recovery room cautiously. "Burnout." The medic called into the semi-darkness. Reaching over, he activated the main lights; the sight of Burnout scared and curled in on herself immediately brought back memories from not too long ago. Her posture, the dazed look on her facial features, it was exactly how she was when she first came to earth, scared and untrusting. Ratchet was about to turn on the Decepticon, he wanted to know what he had done to her. He wanted to pound on him for making her go into a state of panic, but Burnout's frightened voice stopped him.

"No! You won't take her from me!" The femme screamed, activating her optics, and pushing herself up off the floor, ready to bolt. Pausing momentarily, her optics focusing on the two mechs by the door, the femme seemed to suddenly snap back to the Burnout that they all new. As if seeing both Barricade and Ratchet standing together, neither making any movement to get near her, the femme slowly came back to herself, came back to reality and was no longer lost in the blackness that had once been her past life.

Barricade made a move to get near the femme, but Ratchet threw out his arm to keep the mech from proceeding. "She's having a relapse, she needs to calm down and come to us first. If we make a move toward her she may fall into a fit again." The medic spoke softly, never taking his optics off the femme. "Her spark may not be able to handle the stress." He spoke again, even softer.

Barricade was torn, he wanted nothing more then to go to Burnout and comfort her, but the medic's words rang true to his processor. The last thing the Decepticon wanted was for his bonded to have another processor meltdown. And since he couldn't reach out to his femme physically, then he was going to reach out to her through their bond. Hesitantly he gave her a soft nudge, fearing the same reaction from moments ago, that she would flinch away from his touch. He didn't need to worry though; Burnout grabbed a hold of him through their bond like a drowning soul thrown a rope. This seemed to bring her completely back to her senses, and Barricade sighed in relief.

"She recognized me this time, through our bond." Barricade stated quickly, shoving the medic's arm out of the way and practically running to Burnout. Immediately he had his bonded in his arms again, relief quickly replacing any anger that could have been lingering from his initial reaction to her attack.

"I'm sorry," The femme started. But Barricade wouldn't let her speak, he had never been so afraid in his entire existence. Fear had never been an emotion for the Decepticon, if something made him fearful, he had always smothered that emotion with anger. The anger and rage that would grow would always give him the courage and strength to overcome that fear. But this was something he couldn't over come with anger. This was something that was entirely new to him and he didn't know what to do about it, and that was what made him the most fearful. Everything had been so simple before, when all he had were orders, and if anything got in his way, he destroyed it.

No, he could not handle Burnout with anger, and he was ashamed at himself for reacting to her outburst like he had. He knew that he was the cause of all of these problems; he was the reason that she would crumple at the seams under certain forms of pressure. But he didn't know how to fix it; he didn't know how to make her better.

"I need to know exactly what happened." Ratchet spoke up from the background.

This, on the other hand, he could handle with anger. "Fraggit Autobot, will you give me half a breem?" The Decepticon snarled, but still ever conscious of the femme in his arms.

Ratchet was ready to retort when Burnout's small voice spoke up.

"I'm fine now Barricade."

The Decepticon hesitated for a few moments, still not wanting to let go of Burnout, but then released his arms from around her frame. Burnout remained close to him though, small hands holding on tightly to one of his.

"What caused you to act in such an extreme way toward us?" Ratchet asked, motioning for Burnout to have a seat on the recovery berth.

Looking down she hesitantly began explaining how she had been so caught up in observing her sparkling that she hadn't recognized Barricade's presence, that when he had joined with her the only thoughts that were streaming through her processor were to protect her sparkling.

"I was scared, I thought someone was going to take her away from me."

Ratchet and Barricade both reacted at the same time to the femme's last statement, the medic recovering sooner though. He hadn't missed Burnout say 'her' when she had screamed during her fit, but to hear her say it again was a shock. "Your sparkling is a femme?"

Burnout nodded, "I can- I can sense it I guess." The femme seemed confused by her own knowledge, she just knew.

"I believe you." Ratchet soothed as Burnout tried to elaborate on her answer. "There is nothing stronger then a femme's intuition when she is sparking. I'm going to need you both to be very open with me about all of this, if either of you feel anything, whether you think its normal or otherwise, I need you to tell me." Ratchet was looking hard from one bonded to the other, finally resting his optics on Burnout. How was he going to tell her? Did she already know?

Burnout stared back at the medic, but noticed something off about him, thinking on this observation she realized that there was something strange about Barricade too. They were both watching her like at any moment she was about to break. She knew that she had just had a complete processor break down, but she continued to think back to what little she could recollect while she was getting to know her sparkling, everyone around her had been so upset. She even thought back to when she had first realized that her spark had split, during the party. She remembered collapsing, her spark had been in so much pain. There hadn't been pain the first time, why was she in pain now? She slowly began to realize just how off everything was.

"Something is wrong." The femme more stated then asked. "Isn't there?" She glanced from one mech to the other. "This isn't normal, what I have been experiencing. Femmes don't have the problems or pains that I am having."

Ratchet couldn't meet her optics and Barricade was growing stressed again, she could feel it through their bond.

"Yes, there is something wrong." Ratchet's voice cracked as he went on to explain the complications that Burnout was experiencing.

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Optimus Prime walked slowly back to his office. His processor was a whirlwind as he tried to figure out what was to be done next. The troops needed to be given an explanation, they already knew that something major was wrong with Burnout, and many of them blamed Barricade. Word traveled quickly around base and it seemed like every corner he took he was stomping out another rumor that was being spread about the Decepticon.

He needed to say something before things got out of control. He just wished that all he needed to say was the good news, that a sparkling was going to be a part of the population. That maybe their race wasn't going to die out. But he had to explain Burnout's health issues. That even though they were gaining a life, they were in the end possibly loosing another.

Calling upon Prowl he explained that the crew would need to be assembled. The second in command had hesitated before replying to his leader.

: This is about Burnout isn't it? : The Datsun asked carefully over the comm. link they had established. He almost wished that Optimus was about to inform them of a Decepticon attack, but he had a feeling that they weren't going to be that lucky.

: Yes, it will be about Burnout. She isn't doing well. :

Prowl remained silent for a few more moments. : If you wish to discuss this before you break it to the crew I have a few breems. : The mech knew that this was going to be difficult for everyone to take, but very rarely does anyone ever think of how Prime felt to have to always be the bearer of bad news. Prowl had been working beside Optimus long enough to know the burdens of leadership the mech had to carry. As a friend he tried to always be there for the mech even as just a silent companion so that Prime didn't feel alone.

: Your support and advice would be greatly appreciated. : Optimus replied before terminating the link.

Optimus was thankful to have a friend and comrade like Prowl, yes the mech had difficulty comprehending things that did not have a logical explanation. But he always had something to offer. He had a strange way of looking at a problem and finding a straightforward solution. But more importantly, he would listen. And that was exactly what Prime needed, someone to listen to him and not think any less of him as a leader.

He knew Ironhide wasn't sensitive enough to issues like this, although he had a feeling that when word gets out they were all going to see a side of Ironhide that only a select few have ever witnessed. Ratchet would have been his next choice to share words with, but he had picked up on the medic's own grief, if Prime had started unloading on Ratchet, he knew that the CMO would work hard to try and bear his leader's grief also. That was the last thing Prime wanted to do, add to Ratchet's already massive mountain of guilt.

"The Ark is buzzing." Prowl spoke as he approached Prime not too long after their exchange via comm. link. "If something is going to be said, it needs to be soon. No one understands what happened to Burnout so they are blaming Barricade." Prowl didn't know the extent of the situation but he did knew better then to take any of the gossip through the halls seriously. He wanted to find out the facts first through Prime before he made any attempts to explain what was going on to the rest of the base.

Prime offered his second in command a seat. "You may want to sit, there are going to be a lot of changes throughout the Ark in the not too distant future."

Prowl listened in silence as Prime explained the situation, the tactician had guessed that Burnout and Barricade had spark bonded, so that came as no surprise. The fact that Burnout was now carrying a sparkling, now that made something sizzle in his processor.

"So soon?" Prowl finally pushed out of his vocal processor; the shock was so heavy that he had interrupted Prime. "We knew bonded couples that had tried for vorns and couldn't achieve a sparking."

The Autobot leader nodded his head, not at all upset about the interruption. "Yes, it is very shocking that Burnout's spark has split so soon, and it is wonderful news that there is going to be another sparkling amongst us... I'm sure Bumblebee is going to be thrilled." Prime paused, trying to get his thoughts in line.

"But there is still the problem with Burnout." Prowl supplied somberly. This was wonderful news, but the downtrodden mood that Optimus Prime was still in told the tactician that there was more to the story.

"Correct. It seems her spark is not strong enough to support both her and the sparkling. The damage that had been inflicted upon her spark back on Cybertron was permanent. Her spark was not supposed to split again, but Ratchet hadn't anticipated her spark bonding, nonetheless spark mating, and did not inform her. The extent of Barricade and Burnout's relationship came as a shock for all of us. None of use fully understood the extent of the damages done to her or the implications they would cause in the future."

Prowl remained silent as he thought through Prime's words. "You said her spark was not supposed to split again. She has another sparkling?"

Prime had forgotten how careful they had been to keep Burnout's story hidden from the rest of the base. There had never been a reason to inform Prowl of Burnout's entire past; only that the femme had been severely abused at the hands of the Decepticons, more specifically, Barricade and Megatron. Burnout's story had pretty much remained behind the medbay doors, other than a select few who had been directly involved with the femme's recovery knew her full past.

"Yes, Burnout had a sparkling previously, by the same mech, but it was during the time she was held captive by the Decepticons. Megatron had destroyed the innocent being before it even had a chance at life. In turn he damaged Burnout's spark in a way that she can never heal like a normal femme after a sparking." Prime explained gravely, Burnout's story was a sad one and he feared that it was only going to get worse.

Prowl felt his own spark suddenly seize in realization and sadness of the situation, but he worked hard to move aside his own feelings and to think in a way that would help Prime. The base needed to be notified but this was going to be difficult for everyone to take. There was such diversity in temperament and personality and he could only imagine the multitude of responses.

"We're going to have to reveal their bond. If we don't and just say that Burnout's spark has split there are going to be mechs who will think that Barricade forced himself upon her."

Optimus rubbed the region between his optics much in the same way a human would pinch the bridge of their nose in frustration.

"Then we need to talk to Burnout and Barricade first; it's important that we respect their wishes and not just throw their private life into the spotlight. I'll just have to tell everyone that Burnout is stable now and that Ratchet is working on repairing her. We will leave the announcement of the sparkling for a later time. They may even wish to make their relationship public themselves."

The two remained in companionable silence, relying on each other for strength.

"It's as the saying goes," Prowl started. "'Primus will always send for his favorite sparklings early, he wants them close by in the Matrix.'"

Prime nodded his head. "It would seem that way Prowl, for we have lost many good mechs in this battle. Even after Megatron has been destroyed, it seems his corrupt ways still effects us."

A/N That little quote at the end about Primus always sending for his favorite sparklings early originally came from a series written by Jean M Auel. She is an amazing author and has an excellent series. The first book is called 'Clan of the Cave Bear' and I highly recommend that people read it (the whole series if you can!). I couldn't find the exact book that the quote came from, but obviously I changed it up a bit to fit in a Transformers universe. I also hope that I don't get in trouble for using the quote, however different it may be from the original, cause when you read some of the fine print for , she is one of the authors you cant write fanfiction about. But on that note, hope you guys enjoyed the update and again I apologize for the delay!


	45. Chapter 45

Hey guys! Happy Holidays! I dont know how everyone spends them, but whatever you do and however you do it, be safe and have fun! Please hang in there to the end of this chapter, I have an announcement that I have to make.

I'd like to thank everyone who has helped me get this far in the story especially Litahatchee. She has been absolutely amazing and has been a shining light for me when I've been lost. Thanks Lita!

And a huge thank you to my reviewers and faithful readers who have stuck with Face Down since day one!

If anyone is interested, I have re-done the first couple of chapters of Face Down and posted them on Deviantart. You can find the link to my account on my bio.

And on that note, enjoy chapter 45 :)

Face Down Chapter 45

Burnout was sitting wrapped up in Barricade's arms, but she couldn't feel him. He was speaking to her, but she couldn't hear him. Ratchet's words were repeating themselves like a sadistic processor glitch. She tried to block the memory stream but it plowed through every mental barrier she erected, choking off every other coherent thought.

Her voice box had static buzzing through it, but she didn't notice; she hadn't heard herself screaming only moments ago. She hadn't comprehended Barricade's thunderous roar or who it was directed at. All she could hear were Ratchet's words spinning through her CPU.

She didn't even know that Ratchet had left the recovery room. It didn't matter if she were by herself or if there had been a room full of Cybertronians around her. Everything was lost to her except the sound of Ratchet's voice in her processor.

"Every day that you carry your sparkling will tax more and more on your spark. There may not be enough left for you to survive on after she is separated from you."

'I won't be able to watch my sparkling grow.' She mourned to herself. 'I will die.' The femme cried out again as another wave of despair washed over her, there was no outlet for her grief besides her voice, and by Primus she was going to use any release possible.

Barricade held on to Burnout all the tighter, his own grief tearing at him compounded by the pain felt by his bonded. He tried to remain quiet other then his outburst at the medic, but as Burnout let loose another scream, he could no longer hold back. Together they released their emotion in the only way a Transformer could. They opened their sparks to each other, completely and freely, allowing their love to pass between them to try and lessen the burden of grief. They had each other, for now at least.

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Ratchet remained outside of the recovery room, he knew that the couple needed their privacy, but he couldn't leave. His feet remained planted just outside of the shut door. Listening to Burnout scream had tore his spark nearly in two, leaning against the door for support, the medic continued to loose himself in internal strife. He felt helpless and as if this whole thing could have been avoided had he simply told her. But even he hadn't understood the full implications of the situation. He had known her spark was damaged but not to the extent that a sparking would be lethal. The extent of the damages had not shown until now.

Suddenly, the thunderous sound of Barricade's voice joined with Burnout's high octave and reverberated through the med bay. Ratchet felt his knees give out as the last of his own control slipped out of his grasp.

Kneeling with his cranial unit cradled in his hands, the medic did something that he hadn't done since the peak of the wars. He prayed.

Ratchet didn't think that he had a 'superiority complex' nor did he think he was Primus himself. But he had seen a lot in his day and he had turned the tides of battles by being able to get mechs in and out of the med bay in record time. He had chased away death and fixed the unrepairable. He had a gift and that was to give life and to heal. He was thankful for his abilities, but he had never been the religious type either. He believed in Primus, but also believed that even if Primus wanted a spark back, there were ways to cheat death, which he had proven many times. But even the most steadfast mechs loose their way, and the most optimistic loose hope, and the strongest fall, it's in these times of greatest need that even a nonbeliever will call upon something, anything, to help them see the light. Help them find their way.

"Why?" He repeated for what felt like the thousandth time. "Why her? She is so pure, so full of life. Why does it have to be her?"

Ratchet thought about the question so hard that it felt like he was burning the words into his processor; that he was demanding that he get an answer.

"Please! You've allowed me to save so many! Why can't I fix her? Why can't she live?" Ratchet begged to whatever higher power would listen. "If she is the last being I ever fix, so be it, just let me save her!" By now he was grasping at anything, saying whatever came to his processor, he wanted this femme to survive with every alloy of his being and he was willing to sacrifice it all to do so.

A metallic clatter echoed through the med bay, causing Ratchet to freeze. Sighing in frustration at being interrupted and possibly spied on, the mech stood up and looked around. Shaking still from the amount of stress that was over coming him, the mech walked slowly through the facilities, but nothing seemed out of place, nor did he come across any one lurking in the shadows. Out of habit, the medic peeked into a room that housed the forever quiet body of their honored comrade, they had thought, had hoped, that Jazz would be the last one to fall victim to Megatron.

Flicking on the lights, Ratchet gasped and almost fell to his knees again at the sight before him. Jazz's body lay sprawled out on the floor, the tarp that had been covering him wrapped loosely around his limbs.

"How the frag did this happen!?" The medic cursed loudly, looking around the room for the perpetrator. But seeing no one around, he wasted no time cleaning up the mess. He had no idea how Jazz's body could just fall off of the exam table that it had been resting on. Yes, the shell had been jostled and manipulated from Ratchet, First Aid, and even Burnout while performing repairs, but it hadn't been touched in months. The only reason that the body was still present was because everyone had been debating on a proper and honorable way to dispose of the lieutenant, but until an agreement came about, Ratchet had been storing the body in the med bay so that he could see to Jazz's preservation himself. So for the body to fall seemed very odd to the medic.

Untangling the tarp and pushing it off to the side, the medic carefully rolled Jazz over, all the while being conscious of any damages that could have resulted from the fall. Slowly lifting the dull gray mech, the medic sighed sadly when the smaller mech's chest plate slipped opened as Ratchet set Jazz on the table.

This was another one he wished he could save.

Ratchet let his optics linger on Jazz's spark case a moment before he moved the chest armor back into place. Jazz's spark was whole, an utter miracle. Ratchet would not have believed it if he had not seen it. The extent of the lieutenant's damages had been so great it seemed like a given fact that the mech's spark would be destroyed. But it wasn't, and Ratchet wondered if this were a curse or a miracle. A curse because every time he looked at his lost comrade he felt like there was something he could do to bring the mech back, but a miracle in itself that maybe there was hope for the mech to come back, maybe there was a possibility.

Sighing again, Ratchet threw the tarp back over Jazz.

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Optimus Prime looked over the faces of the crew that had assembled in the large recreation area. It was sad to think that not too long ago the somber crowd in front of him had been acting completely opposite then how there are now. Worried and angry faces had been smiling and laughing what seemed only hours ago.

"I'm sure you all have a general idea as to why I called you here so I'm going to be straight to the point." The Autobot leader's voice spoke into the softly mumbling crowed. Everyone came to an immediate hush and Optimus continued. "Burnout has been damaged…" There was a slight uproar from a few of the mechs and Optimus had to raise his voice so that the rest of his sentence could be heard, "… she has been damaged since the day she arrived with us. Ratchet believed that he had repaired everything that needed to be fixed, but it seems that some injuries only show themselves over time."

"What about the Decepticon!? Why is he with her? He can't be trusted!"

There were hollers of agreement and Prime stayed steady but made sure the seriousness in his voice got through to every mech. Optimus did not need to yell to get a point across.

"Barricade cares for Burnout more then any of us realize. He is not the reason for Burnout's episode earlier and I do not want to hear that any mech on this base is spreading such rumors. Any harassment will not be tolerated."

Prime remained silent for a few moments to let his words sink in, taking the time to look into the optics of each mech.

"Is that understood?"

"Aye Sir!" Echoed throughout the crowd, but not at the volume that Optimus knew his men could create.

"I said, is that understood?!" He repeated loudly.

"AYE, SIR!"

The Autobot leader nodded in approval. "If there are any questions do not hesitate to come to Prowl or myself, as I said, rumors or harassment will not be tolerated." Optimus caught himself giving Ironhide a particularly firm gaze. "Burnout is on the mend but I would suggest that anyone wishing to visit the med bay not do so unless in an emergency, I cannot guarantee your safety should you interrupt Ratchet otherwise."

Prime wanted to tell the crew more, he wanted to explain everything, but he knew that he couldn't yet. He couldn't infringe on what little privacy the bonded couple had. He knew that they were going through a lot right now, more then he could ever imagine, but he needed to speak with Barricade and Burnout before he exposed anything more to the crew.

He caught Ironhide's optic as the rest of the mechs were filing out. Ironhide had a right to know; he was the one who had rescued the femme in the first place, back on Cybertron. He was the one who had been so adamant about Burnout knowing basic combat. Back when she was still recovering, he had gone to the med bay everyday to check on Burnout, even if she ran from him, he just wanted to know she was online and mending. Ironhide had been the most worried for her, especially when she started to become so involved with Barricade.

The weapons specialist hung back and once every mech had cleared the room did he approach Prime.

"Yer holdin' back. What are ya not tellin' the crew?" The black mech asked, taking up a seat in front of the Autobot leader. Optimus followed suit.

"I can't tell them everything, not yet at least. I can't just reveal Burnout and Barricade's personal life to the whole base."

"Don't tell me they've gone out and gotten themselves bonded." Ironhide meant it as a joke, expected Prime to laugh or relax at all. To the black mech's surprise, his leaders somber mood seemed to only thicken.

"Yer kiddin' me."

Prime shook his head. "And there is going to be a sparkling."

Prime had to look up to make sure Ironhide was still functioning. The mech had made an odd sound as if his vocalizer had shorted out, or even worse, blew a cerebral circuit like Prowl was prone to. But to Optimus' relief, the weapon specialist seemed okay, just shocked.

"A sparkling?" He choked out after a few more moments of silence. "When? How? No, don't answer the how. But Barricade? Why?" Ironhide didn't know where to begin or how to process this information.

"I can't answer why she joined with Barricade, or the when. It happened though, and now Burnout is struggling to stay alive." Prime met Ironhide's optics and was not surprised at all to see the concern on the mechs features.

"Whuddya mean she's strugglin' ta survive? I thought Ratchet had fixed her and she was recoverin'."

"He is working on it, but the prognosis doesn't look good." The Autobot leader answered quietly.

Ironhide leaned back in his seat with a heavy sigh, his optics darkening for a few moments as he tried to process all everything that Prime had told him.

"An' you swear that the 'Con had nothin' to do with this? He's not the reason tha' she is suffering."

"Not exactly Ironhide. You know her past. You know that he had caused her much pain on Cybertron. But they have left all of that behind them, and we all need to do the same." Prime was giving the weapons specialist a scrutinizing look. "We cannot be the cause of anymore grief between those two."

Ironhide grunted his response, not quiet sure how he felt about the whole situation yet. He was distressed about Burnout not doing well; he was unprepared to admit just how upset he was. He wanted to be angry but couldn't pinpoint whom he wanted to be angry at. Barricade was his obvious victim, but he had to admit that there was a glimmer of respect that was beginning to grow inside of him for the 'Con. He couldn't help but feel bad for the couple, they were happy together, no matter how much he hated to recognize them as a couple. They were happy and they obviously loved each other. To think that their life together was about to be cut short absolutely tore at his spark. They're situation just hit so close to home with his own past hurts. He was sure that Prime felt the same since the two of them, and many other members of the crew, had to leave loved ones behind.

"I'll respect your wishes Prime, and I will respect Burnout." He looked up at Optimus. "But I'm not forgiving Barricade just yet. I will keep my distance and I will speak nothing about him."

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A/N: I hope I didn't make Ironhide sound too out of character… but I wanted to show that he does have a soft spot somewhere under that thick armor of his.

Okay big announcement….. after this chapter Face Down is going on a little hiatus. Yes, I know. I've been really slow about updating so its almost like it has been on hiatus for a while, but it hasn't…. until now. The reason behind this is because grlwdgrntrk is going to be spending the next 13 weeks on Parris Island in South Carolina. Google for more info…. I've been waiting for this day since May and now that it is here im not sure if I'm excited or going to puke in fear. I'm going to be a United States Marine!

My original plan was to finish Face Down before i left, but this isn't going to happen. So, sorry guys. I'm hoping to have everything ready to go when i get back though. Ive got some ideas to make Face Down even better then before :) Thanks for being awsome!


	46. Chapter 46

Face Down

A/N: Hey all! Im back! How long has it been? Almost a year? Even after all this time I am still getting Fav story emails and reviews, im completely blown away! Huge thanks to the readers who haven't given up on me, you know who you are. I would say names but im afraid to say that I haven't kept track of the PMs encouraging me to finish the story. Anyways, I hope everyone was jumping for joy to see the update go through to their email accounts. I will warn you though, this is a small update. I just wanted to throw something out there and get the ball rolling again. I no longer have any of my notes from before the hiatus so im pretty much starting from scratch (not necessarily a bad thing), but I also feel way out of practice with writing! I read through Face Down a few times to try and get back into the mindset I had before I went off to boot camp, I will admit that its been tough, 13 weeks of that craziness can really change someone my lifestyle is completely different from when I made that last post. But its coming back and I cant wait to see where I go from here.

Thanks again and enjoy.

Chapter 46

Ratchet had been up for Primus knew how long, looking through medical notes and brainstorming ideas, but in the end he felt as if he were no closer to finding a solution then when he had first began his research. At one point he had chanced a peak into the room that Burnout and Barricade were occupying. To his mild relief the couple had gone into recharge wrapped in each others arms. Barricade engulfing the smaller femme as if trying to prevent Primus himself from taking her. Ratchet wished with all his spark that Barricades strong arms were all that were needed to keep Burnout alive, to keep Primus from claiming her and returning her to the Matrix.

When he had returned to his office, data pads and schematics strewn everywhere with no hope of ever being organized again, the medic sank deep into his chair and reached for the bottle of aged high grade he had been nursing for the past 12 or so earth hours. Tipping it up he was surprised and mildly irritated with himself that he had drank it all. Setting the empty bottle back down, Ratchet sighed and looked around his trashed office. He had been so sure he could find an answer, but was beyond frustrated that he hadn't even come across a single clue that could help lead him in the right direction. He had been searching for so long now, the buzz of high grade and lack of recharge were starting to take over his senses, he didn't even know what answer he was looking for. If there had been a clue, what if he had missed it? What if he had read right through the answer he needed and hadn't realized it?

Throwing his head back and releasing a frustrated growl, the medic deactivated his optics. As much as he hated giving up his search, what else could he do? He was exhausted, boarder line drunk, and his office would take hours to put back in order. If the answers were here, his processor was too frazzled to see or comprehend them. He needed to step back, try and get his thoughts in order, and maybe search out some other resources. Maybe there was something in the more ancient documents? That even though outdated, had valuable information.

Sighing deeply and trying to force himself to relax and separate himself from the problems at hand, he suddenly thought of his old friend Wheeljack. The crazy scientist that had a tendency to blow things up along with himself. The medic and the scientist had spent countless hours together, not just in the medbay, but in the labs. Ratchet had always been in need of new tools or new ways of counteracting different chemicals that the decepticons enjoyed throwing at Primes men. Even during down time, Ratchet had enjoyed spending time with Wheeljack. Medical was and always will be a science unto itself and so the two mechs had a lot in common. Ratchet had an inventive nature but lacked the engineering skills that Wheeljack possessed and so the two tended to work hand in hand. Wheeljack would conduct all the experiments and Ratchet was always there to patch the scientist up when things went 'BOOM' unexpectedly.

Primus did Ratchet miss that mech. For all his whacked out inventions and all the lives he put in danger when his small screw ups turned into massive explosions. The medic couldn't help but be impressed by the successful experiments. Wheeljack had made many break throughs, not just in the scientific world, but in medicine. He had all sorts of ideas to make major operations in medicine be less dangerous and have a higher success rate. To make once fatal injuries become survivable with the proper care and treatment.

Ratchets thought process came to a screeching halt. He was looking through the wrong documents! Yes it was as good a start as any, but he needed to branch off from the known and start delving into the maybe and what ifs. The answers that he was looking for may not have been answered yet, but he was almost positive that the research had been started, just not in the medical archives. With any luck Wheeljack, with all his crazy ideas and goal to answer all of life's questions, may have already been working on a solution to Ratchets dilemma.

With new hope and a second wind, Ratchet set himself to locating the archives that had been set up to store the scientists notes. He knew they were in the base, Optimus and himself had been delighted when the scientists work had been uncovered. It had been a glimmer of happiness in all of the darkness of death and sadness that had been surrounding the autobots. Yes, they would have preferred to locate the scientist, preferable whole and with a spark beat, but they would except small blessings. At least now his research could be continued.

Fueled by hope and a drive to make all things right, Ratchet sent a silent thank you to whoever may have been listening during his cry for help. Maybe there really was a God and that when there is a need great enough, this God would answer.

A/N: Again, sorry for the shortness, or better yet, sorry for a years worth of inactivity!! But as I said im trying to get the Face Down ball rolling again :)


	47. Chapter 47

A/N: Ahhh! I'm such a procrastinator! This chapter should have been up ages ago! I tried to make this one longer then the last update I posted (or should I say tease??) maybe that's why it took me so long to get this one up. Its still not as long as my old posts, but I guess its better then nothing. Something I have discovered about my laptop… It doesn't keep up with my typing. What the hell??? I know I failed my typing classes in middle school, I know I don't really type that fast! Oh well, I just have to correct more mistakes now.

Also, HUGE thank you to all my reviewers who are still hanging in there. Francesca Zatnik, Misao-CG, Diinya-chan, Megatron's Blackfire, black dragon, Player3, CuteKittten, Himeno24, Litahatchee, girlrock250297. Thank you for your reviews on chapter 46. Hope you guys enjoy 47!

Chapter 47

Burnout hadn't even realized she was awake, she had been in perfect limbo between online and in recharge for who knew how long. She had been perfectly content to lay where she was forever, unfeeling… uncaring. But something had pulled her out of her recharge. Laying motionless in her spark mates arms, the femme felt completely at peace. Being bathed in Barricades presence, soaking in his love, she almost forgot all of the problems in life. Almost forgot that her health was depleting in such a way that she wouldn't live to see her sparkling grow up. She forgot, that is, until her body suddenly tensed, automatically she knew what was coming.

Her processor became a whirlwind as pain began to fog everything else out, she hadn't even noticed Barricade stirring and coming back on line.

"Burnout."

Her bondeds voice was a soft whisper as it broke through the veil of pain and fear that was taking over her body, thrumming through her circuitry with every pulse of her spark, but somehow she knew that his quiet words were far from calm and collected. Dully she could feel the stoic Decepticons panic and confusion as his love convulsed and cried out in his arms.

The femme had been clutching her chest as the waves of pain washed through her, relaxing only slightly as a lull in the torrent gave her momentary peace. It was in one of these moments that she felt her hands be pulled away, taking away the meager shield she had created for herself, she desperately wanted to pull her arms back in, to curl up in a ball until her pain passed. Then with only half an understanding she felt her chest compartment open up.

Burnout tried to choke out a question but was suddenly overwhelmed by the intense heat of pleasure as energy was being pushed into her spark via another spark. 'Barricade,' she thought as peace seemed to overtake her… But only a false sense of peace for the pain was still there, throbbing and threatening to take over again. Only this time she wasn't alone. There was another presence, her spark mate, sharing the burden, giving her strength, offering reassurance.

After what felt like an eternity but may have only been a few moments, Burnouts body finally relaxed and her optics dimmed as she fell into a deep recharge. Barricade did not let his femme go though. If he had to, he would never let her go. Her spark forever attached to his. He felt so helpless, so useless, and utterly at fault. But he knew he had to stay strong. He had to stay strong, not just for Burnout, but for their sparkling.

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First Aid had been growing concerned. Yes, the term 'growing concerned' was a bit of an understatement when considering the circumstances and events of the past earth week or so. But this was almost a completely different type of concerned when compared to the trials he had endured not only with Burnout and her Decepticon mate, but the hundreds even thousands of battles he had been practicing medicine in.

The center of his worry was the CMO. He hadn't seen Ratchet all day. Actually, once he thought about it, he hadn't seen the CMO since earlier the previous day. Aid knew that the Doc needed some time to blow steam and re group, but this had the assistant worried. It was completely out of character for Ratchet to miss out on so much work. Even when he was on leave, Ratchet couldn't be kept out of the medical wing.

First Aid sat in contemplation for a few more moments. Deciding that he needed to track down the CMO, he went to stand, planning to start at the medics personal quarters, but no sooner did he finish the thought when the doors to the med bay hissed open.

Sitting back down heavily, First Aid sighed as Prowl walked purposely through the meticulously clean medical facility. He was starting to understand why Ratchet threw things…

"What can I do for you Prowl?" Aid asked lightly as if it were any other day, but he knew that on any other day Prowl doesn't make visits to the med bay.

Just to enforce that fact, said mech sat heavily on one of the chairs that shared a small area of the med bay designated for personnel. First Aid remained silent as the second in command seemed to be collecting his thoughts. He could tell the mech was pretty agitated, not unusual, but for Optimus' right hand man to come here for help, Aid could only guess where this conversation would be going.

"We're concerned about Ratchet." The SIC started, "The mech has practically locked himself in the archive room. He hasn't talked to anyone and wont let anyone in." The mech paused, "Optimus can't even get in there."

First Aid remained silent as Prowl practically rambled on about giving Ratchet the access code to the archive room and other things concerning Optimus and his worry for the CMO.

"I don't know what he would want with a room full of Cybertronian history, some of it dates back to the original inhabitants on the planet."

"Aren't there a bunch of Wheeljacks things in there too?" First Aid asked suddenly, nearly cutting the SIC off. Prowl seemed to have been just as lost in thought for it took him a few moments to completely comprehend Aids question.

"Well, yes. Everything that could be saved was brought here. There were many documents that we managed to bring back. I cant even begin to fathom what that crazed mech thought up and was planning to conduct experiments on."

First Aid didn't reply to Prowls statement. He could never quite understand Wheeljacks methods either, but he knew that Ratchet could. He remembered the CMO mentioning a few projects that he and Wheeljack had collaborated on, and some of the breakthroughs both medically and scientifically.

As much as he wanted to go in and pull Ratchet out of the archive room and get the mech thinking straight again, Aid had a feeling that the CMO was on to something. If Ratchet couldn't find a fix for Burnout then no one could and if it required digging through old Cybertronian documents and a mad scientists notes, well that just proves how far Ratchet is willing to go to ensure his troops welfare.

"I wouldn't worry about Ratchet, Prowl. It is a bit unusual for the medic to go secluding himself like this, but obviously he wishes to not be interrupted. When he is ready he will come out and it will be our job to be receptive of what he has discovered or understanding if he didn't find any leads." Aid paused, he could tell that the SIC wasn't very agreeable with what he had to say.

After a few tense moments of silence, to First Aids shock, Prowl nodded his head slowly and softly added, "Hopefully, for all our sakes, he finds something."

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Ratchet didn't know how long he had been submerged in the ocean of data pads that now surrounded him. The area of the archives that had been dedicated solely for Wheeljacks research had become a complete disaster, much resembling the aftermath of a hurricane that he had left his office in. His hands and optics never stopping, his processor was on overdrive as he shifted from one data pad to the other. He felt like his the answers to his problem, the problem with Burnout, was right under his nose. So close in yet still so far away, but how far? He couldn't tell.

Continuing his research, pausing only for a moment as emotion tried to grip his spark in a temporary lapse of self control when his processor slipped back to the weakened state he had last seen Burnout in, Ratchet worked diligently. Pulling down a data pad from the once perfectly organized shelf, skimming through the contents, then chucking it away as being useless. Activating another pad and glancing through it, the medic was about to dispose of this one too when suddenly his optics stopped. Locked on a paragraph that he hadn't been fully comprehending, seeing the words but not reading them, something had caught his attention. It wasn't the words that had given him pause this time around though, it was an idea that was forming around the concept being organized and presented in the data pad.

So far this had been his only lead, his only bite of a hope that he could fix Burnout. It was crazy enough that it might just work too. Checking to be sure there were no further data pads that needed to be referenced or other volumes, the medic clutched the data pad he had discovered, clutched it tightly because he knew that the life of a femme and her sparkling depended on him transferring the knowledge he had found into a useable concept.

It was so crazy that it might just work…

He had seen too much, lived too long to say that something was impossible. He was refusing to accept defeat, he was going to win this femmes life back no matter how strong of a hold Primus had on her. He was going to save her and her sparkling. He just needed to find a spark whose owner was willing to make the change from a mech to a femme…

A/N: Huh! Its out! Now lets see where this goes… Don't kill me


End file.
